The Rogue: Volume 2
by Wraith002
Summary: (Co-Authored by macjack662) The first semester at Beacon as come and gone. But for Adrian and his friends the fight has only just begun. With enemies new and old, his past catching up to him, and the ever present danger of his own family, the former Point Man will have to become the killer he used to be if he hopes to save not only his new life, but also Vale itself. AU
1. Interval 00 - A New Day

**A/N: Hello to all and welcome back to what I hope to be another successful RWBY-crossover series.**

 **As stated at the end of the last arc, and in the summary of this one, macjack662 and I will be working in collaboration from this point onward. I may do the writing, but the kid's got some damn good ideas and I couldn't help but bring him in on the project. So be sure to give him just as many props as you give me.**

 **As for the continuation of the series, I am going to say that given that this is an AU, there will be huge plot changes for RWBY canon, but they will be well worth it in bringing all of this together. So for now, let us get on with Volume 2!**

 **Disclaimer: I own nothing.**

 _Inside their cell room, a young Paxton Fettle and Adrian Wade were lazing about watching the small television set up for them._

 _ **"Again and again he tortured us."**_

 _The door of the room opened and Harlan Wade stepped in, grabbing Paxton by the arm and dragging him out as he fought to get free. Adrian could only watch as the other boy was taken away and the door sealed behind them._

 _ **"Looking for his perfect prototype. His psychic commander."**_

 _Some time later, while little Adrian was watching tv and shooting his toy gun at it, the door opened again. The boy rolling out of the way and hiding infront of one of the beds while Harlan led a zombie-like Paxton inside, leaving him standing beside his bed._

 _When the man left, Adrian ran up to the other boy and tried to play with him...but Paxton remained motionless, staring at the ground._

 _ **"He drove me...screaming to the fringes of my mind."**_

 _The youngest boy suddenly snapped, screaming loudly and flailing his arms. All around the room, objects started to shutter and move on their own._

 _Later on, at night, the boys slept in their own beds. Paxton tossing and turning, causing the bed beneath him to vibrate._

 _ **"But I was simply growing stronger. Closer to mother."**_

 _Alma's child form appeared beside her youngest son's bed, only able to watch him in pain unable to do anything about it._

 _ **"I could feel mother's anger."**_

 _The two boys were awake the next day. Paxton standing in the middle of the room motionless, Adrian fired his toy gun at him, but couldn't get him to play along._

 _ **"She HATED him...What he had done to our family."**_

 _Later, when Adrian was coloring in a book, Paxton had taken all of the black and red crayons and markers and was drawing on the wall beside his bed._

 _ **"Her time was coming."**_

 _Overtime, a strange doorway with long black vines took up the wall around the strange archway. Stretching along both walls and along the floor while Paxton continued drawing. Adrian sitting back and watching the other boy work._

 _ **"She would have her revenge. Her time too would come."**_

 _The door opened and Harlan stepped inside, turning with a look of surprise when he saw what the youngest of the two prototypes was doing before leading the boy out of the room yet again._

 _ **"To erase the memories of his tortures."**_

X

Adrian awoke with a start, sitting up in bed breathing heavily with sweat dripping down his face.

"Adrian? Are you okay?" Ruby asked concerned, having been awoken at the same time and was now sitting up beside him. The two of them sharing the same bed in their dorm room and had been ever since they discovered how deep their relationship went

No one else in their team minded, Weiss was especially thankful since Ruby's bed was set up where Adrian's cot had been instead of dangling precariously above her own by ropes.

Rubbing a hand over his face, Adrian looked at his girlfriend and began signing to her. [More memories. Back when Paxton and I were kids.] Ruby nodded in understanding, leaning her head on his shoulder and hugging him close.

It had been a while since he had gone through a memory flashback, but she knew that each time took a toll on him mentally.

Feeling the comfort she was offering, the former FEAR operative put his arm around her as well. Thankful that she had been there. The new dynamic of their relationship had taken some getting used to at first, but now he was glad that he didn't wake up alone after reliving part of his past.

Thankfully, the other three members of their team hadn't woken up. Leaving the young couple a moment to themselves as they sat in comfortable silence together

X

In Vale later that same day, a young woman with light-green hair and red eyes waved at a shop owner after getting the directions she had asked him about. Passing by a corner where a pale, well-built male roughly the same age as her with silver-grey eyes and light-grey hair was leaning against a wall.

"I knew you were lost." Mercury said shaking his head in amusement.

Emerald rolled her eyes, "Mercury, I will seriously pay you to shut up." she stated while waving a wallet she had pilfered in his face.

"That's not your money." he pointed out.

"But it could be _yours_ for five minutes of silence..." she pressed.

The male thought it over briefly, "Mmmmmm...no deal." he said shaking his head.

Emerald growled, " _Fine_." she took the Lien from the wallet and tossed it aside before walking away. Her partner following behind with his hands behind his head.

"Whatever. You want me." he said as they walked down the street side by side. "So, how much farther?"

"A few blocks." Emerald replied.

Mercury groaned, "This place is so dull." he complained while his partner just shrugged.

"Eh, I kinda like it. Tall buildings, diverse culture..."

"And nice dopey people who are easy to pickpocket." her companion threw in causing her to stop for a moment.

"That's every city." Emerald stated.

Mercury put his hands together in a pleading manner, "Ooh, Emerald! Master thief! Please don't take my money! I barely have enough to get by!" he mocked while acting like a victim. The green-haired girl glared hatefully at him before stomping away. "Ugh, you're no fun today." Mercury muttered as they kept moving.

A while later, the duo found themselves outside the shop they had been looking for. Entering the shop that was filled with books, both of them looking around before Emerald headed toward the front desk while Mercury hung back by the door looking through one of the shelves.

Reaching the desk, the girl rang the bell and waited. "Be right there!" someone called from the back. A moment later, the door behind the counter opened and a man with gruff, rugged features came out with two stacks of books in hand. "Welcome to 'Tukson's Book Trade', home to every book under the sun." he greeted setting the stacks on the floor. "How may I..." he gasped and hesitated a moment when he saw who was in his shop.

"How may I help you?" he asked remaining calm and professional.

"Just browsing." Mercury said before snapping the book in his hand shut.

"Actually, I was wondering," Emerald said getting the man's attention. "Do you have copies of 'The Thief and the Butcher'?"

"Yes we do." said the owner.

"That's great." said the girl, allowing a long pause to stretch afterword.

"Would you...like a copy?" asked Tukson slowly.

Emerald shook her head, "No, just wondering." she answered while Mercury snapped another book closed. "Oh, oh! What about 'Violet's Garden', in paperback?"

"He's got it!" her partner called up holding said book in the air, "Hardcover too."

"Ooh, options are nice." Emerald said in thought.

Mercury shrugged closing another book, "Eh, no pictures. Hey! Do you have any comics?"

Tukson motioned with his chin, "Near the front."

"Oh, no, wait!" Emerald exclaimed catching his attention. "What...about...'Third Crusade'?"

"Um...I..." Tukson hesiated, visibly unnerved by the two in his shop as he watched them watching him with careful eyes. "...don't believe we carry that one." he finally answered.

"...oh." Mercury said snapping another book closed.

"What was this place called again?" asked Emerald.

"Tukson's Book Trade." said the owner.

"And you're Tukson?" questioned the green-haired girl.

"That's right."

"So I take it that you're the one that came up with the catchphrase?"

"Yes."

"And, what was it again?" asked Mercury.

Tukson sighed, "Tukson's Book Trade, home to every book under the sun..." he quoted.

" _Except_ the 'Third Crusade'." pointed out the silver haired teen from the front.

"It's just a catchphrase." the owner countered.

"It's false advertising!" Mercury exclaimed in return.

Emerald narrowed her eyes, "You shouldn't make promises you can't keep, Tukson." she stated while her partner activated a switch by the door, causing one of the front windows to darken. "I hear you're planning on leaving. Moving all the way to Vacuo." Mercury activated another dimmer switch and the light vanished from the door. "Your brothers in the White Fang won't be happy to hear that." Emerald said as Mercury hit the last switch, canceling out all light from the outside. "And neither are we..."

There was an intense stand off for a moment before she spoke again, "You know who we are, don't you?" she asked.

Tukson nodded seriously, "Yes."

"And you know why we're here?"

"Yes."

"So..." Emerald leaned back and crossed her arms, "Are you going to fight back?"

"YES!" Tukson roared, leaping up on to the counter with claws extending from his fingers and pouncing at the duo. Emerald surprised him by ducking out of the way and leading him in the path of Mercury who cocked his leg back and kicked high.

Outside the shop, a gunshot went off followed swiftly by the sound of a body hitting the floor. But no one had been nearby to hear it.

X

It was lunch time at Beacon, and while most of the student body ate, hung out with friends or looked over notes for the coming semester, one individual was busy deep in throught.

Blake sat at her team's usual table, her amber eyes going through a notebook that was open before her filled with a bunch of sketches and a few notes on the sides. One of said sketches was the White Fang insignia while another was of a young man in a jacket with a flower embroiled on the back.

Her musings were interrupted when Yang bumped her shoulder from the seat next to her, "Whatcha doin'?" she asked trying to look at what her partner was going over.

"Nothing. Just going over notes from last semester." Blake said, closing the book quickly so no one could see.

Yang snapped her head to the side and caught a grape in her mouth that was flung her way by Nora from another table. "Lame." she said before catching another and giving the red-headed bomber a thumbs up.

Ruby made her appearence to the group by slamming a large white binder on the table making them jump. Clearing her throat, she addressed all of them. "Sisters...Friends...Weiss."

"Hey!" her partner exclaimed indignately.

"Four score and seven minutes ago, I had a dream." their leader continued unhindered.

"This oughta be good." said Yang catching another piece of fruit.

"A dream that one day, all of us would come together, as a _team_ , and have the most fun anyone has ever had... _ever_!" Ruby exclaimed.

Weiss looked at the huge binder with a hint of realization, "Did you steal my binder?"

The red cloaked girl held up a peace-sign with each hand, "I am not a crook."

"What are you talking about?" asked Blake.

Ruby grinned, "I'm talking about kicking off the semester with a bang!"

Yang pointed her thumb at herself, "I always start off my semester with a _Yang_!" Crickets chirped around them as they all looked at the blonde unimpressed, "Eh? Guys? Am I right?" Her answer was an apple being thrown at her followed by a low 'Boooooo!' from somewhere else in the cafeteria.

Ruby shook her head, "Look guys, it's been two weeks and between more exchange students arriving and the tournament at the end of the year, our second semester is going to be great! But, classes start tomorrow. Which is why I've taken the time to schedule a series of wonderful events for us today."

"I don't know whether to be proud or scared of what you have planned." said Weiss conflicted while Yang glared at the one that threw the apple before hurling it right back.

"I don't know. I think I might sit this out." said Blake hesitantly.

"Sit out or not, I think that however we spend this last week, we should do it as a team." said the heiress before she glanced around, "By the way, where's Adrian? None of us have seen him all day."

Ruby bit her lip, "He's...taking a little time for himself. He didn't sleep too well last night." she admitted, making everyone look at her confused.

"Is he alright?" asked Yang.

"Yeah, he's fine. There's just a lot on his mind and I gave him some space to think it out." replied the red cloaked girl.

Weiss nodded, "Well, I for one think that-" she was cut off as a pie came flying across the room and hit her in the face. The rest of RWBY looked over to the table JNPR was seated at and saw Nora standing with her arm outstretched.

She quickly sat down and pointed at Ren on her left who had his head in his hand, Pyrrha covering her mouth and Jaune wide eyed at what had just happened.

X

On the rooftop of the dorms, his usual thinking spot, Adrian sat looking out over the campus below.

It had been a while since he relived any part of his past, and this more recent one hit him unexpectedly

He was still trying to make sense of these visions. Why were they coming to him now? Did it mean something? It still didn't make sense, and he could tell it was worrying Ruby.

The trip he had taken with her and her sister to Patch had been a real experience. Taiyang, although a protective father, was a very laid back man who's kindness was only matched by his skill in hand to hand combat.

Adrian had been accepted by the man into his family, despite earlier worries about him dating Ruby. And the weekend spent at the Xiao Long household had been enjoyable. Seeing where his soulmate had grown up to become the young huntress she was now .

He had even been taken to see her mother, or, to be more precise, her mother's memorial site. The ex-FEAR operative had felt honored as Ruby introduced him to her mother's gravestone, talking about all the adventures she had been on along with how the two of them met and how happy she was.

Ever silent, Adrian had watched on. Seeing just how deep of a bond Ruby had with her mother that transcended even beyond the boundaries of life and death. It made him truly see how strained his bond with his own mother was.

Even though Alma was a vengeful spirit, enfused with more negative emotions than any Grimm in existence, she was still his mother. But he couldn't forget the literal hell she had put him through when they encountered one another in Fairport, or the deaths of his team she had caused.

But at the same time, he couldn't blame her for the way she was. What Armacham had done to her, what her own father had done to her, anyone would have snapped. His mind was a jumbled mess about the whole thing.

 **"Another rough night, brother?"** Adrian turned his head to see his little brother walk up beside him. His blood-colored aura flowing around him like smoke. **"I did warn you that our shared past was coming back, now you are truly remembering things the way they were. The tortures we endured under HIS rule."**

Adrian turned his attention back to the sight of Beacon's campus. Paxton shifted his gaze to his older brother, **"Our family needs to stand together. The time of our vengeance on those that wronged us draws closer, and we need to be ready to take what is ours."**

The soldier turned fully and gave the psionic a sharp look before making his way to the stairwell.

Paxton vanished in a burst of aura and reappeared in Adrian's path, **"Armacham is drawing closer, brother. The more you try to deny what is expected of us as mother's sons, the more danger you place yourself and your friends in...along with your little rose."**

Sending another sharp look, Adrian made it clear how the mention of Ruby being in any sort of danger, either by the ATC or by his family, wouldn't be taken well.

 **"If you wish so much to keep her safe, then you know that something must be done."** Paxton said seriously. **"Armacham will make their move, I'm sure of it. For all we know they already have. We cannot be unprepared for it should anything come to pass."**

Taking a moment to mull over the psionic's words, Adrian simply nodded at him before walking through his ghostly form and entering the stairwell.

Watching his brother leave, Paxton smirked to himself. No matter how hard Adrian put up a strong front, he had inadvertenly created a major weakness on his part. One that could be exploited if one were to know how to pull the right strings.

X

Doing his best to put the nearly one sided discussion with his brother to the back of his mind, Adrian made his way down to the cafeteria where his team would most likely be. And after having skipped breakfest earlier, he was actually quite hungry now.

Reaching the double doors, he reached out to push them open...

Only jump move out of the way as a large crowd burst through from the other side fled from the room, some of them shouting 'FOOD FIGHT!' as they vacated the immediate area.

Curious about the strange behavior, the ex-FEAR operative poked his head inside the cafeteria, and found Nora and the rest of team JNPR standing on a bunch of tables and vending machines hazardously stacked on top of each other at the far end.

"Ahahahaha! I'm queen of the castle! I'm queen of the castle!" the bomber sang loudly as she stood on the very top of the pile.

On the other end of the cafeteria, Ruby stomped her foot on to a table and pointed at the opposing team, "Justice will be swift! Justice will be painful!" she crushed a carton of milk that was in her other hand. "It will be DELICIOUS!" Her team exclaimed 'YEAH!' behind at the same time.

"Off with their heads!" Nora shouted as she jumped down to the floor. Ren flipped and launched a trio of watermelons that he kicked in RWBY's direction. Jaune ducked and rolled as he tossed one of his own with Pyrrah hurling two more through the air. Nora grabbed a table and heaved roughly a dozen more making the salvo that much bigger.

"Yang! Turkey!" Ruby ordered. Her sister rolled over to a couple of turkeys laying nearby, jamming her fists into them and began to punch and block the incoming melons. Blake grabbing a couple of baguettes and aided her partner as the blonde hurled her 'weapons' across the room and taking down Jaune.

Pyrrah grabbed up her own loaf of bread and began sparring with Blake, the two meeting each other hit to hit before the spartan managed to knock the cat-faunus back. Following up by hurling her bread at the opposing team.

Yang snapped her foot up and shattered the projectile, allowing Ruby to leap past her riding a food tray along one of the tables like a skateboard. Flipping through the air and deflecting anything thrown her way before slamming into Pyrrah and knocking her back.

Ren charged the red cloaked girl, but Weiss had her back, shooting ketchup along the floor and making a trap that sent the raven-pink haired teen slip forward and crash into several tables.

Shaking his head and smiling at the antics of his friends, Adrian casually walked into the melee. Snapping his hand out at various intervals and catching pieces of food that shot past him, using his reflex semblance to dodge various projectiles.

Within moments, he had assembled a decent sized sub. Finding a corner out of the way of the massive food fight, he sat down at a small table that hadn't been used or overturned and sat down to enjoy his lunch while watching the action before him.

Nora jumped into the air, yanking a poll from the wall and impaling a watermelon on the end making a makeshift hammer. Swinging it at the duo aiming for Weiss and instead hitting Ruby. The heiress quickly grabbed up a swordfish, blocking several strikes from the bomber.

The red head managing to score a lucky hit and sending the white-haired girl hurling back through a few tables and slamming into a pillar at the other end of the cafeteria knocking her out.

"Weiss!" Ruby screamed catching her as she fell. "Weiss! Don't leave me! Noooo!"

Yang ran forward, equiping herself with two more turkeys and began fighting Ren who was using leek stalks. The blond landing a hard uppercut that sent him in the air, using the momentum to flip around and hurl his weapons at the brawler who leapt away before they could land. Going higher than her opponent and slamming her fist into his back sending him crashing to the ground.

Nora slammed her hammer down sending Yang skidding back, the two running at one another and swinging their respected 'weapons'. The bomber smashing the melon as she sent the blonde flying up and through the ceiling out of sight.

Blake backflipped away from the debris made when her partner was sent through the roof, snatching up sausage links and whiping Nora hard enough to throw her into a vending machine causing soda cans scattering everywhere. The bomber gritted her teeth, grabbing a few of the cans and hurling them at the raven-haired girl like grenades making her backpeddle to a safe distance.

Pyrrah got back to her feet, using her ability over polarity to bring all the soda cans into the air. Waving her arms and bringing them together and sending them at Blake in a tidal wave and taking her down.

Ruby stood up as Weiss slowly began to wake up, glaring at JNPR she knelt down in a runner's stance before taking off like a bullet. Rose petals scattering in her wake as her own semblance kicked in and the force catching all food, drinks and all other forms of debris as she rushed the other team. JNPR could only gap as the younger girl jumped, spinning in the air and flying past them and catching them in the following tornado.

She stopped just before meeting the wall, causing the surface to crack from the concussion blast that followed her, JNPR slamming into it before she jumped into the air allowing the wave of food and soda to repeatedly crash into them. Painting the team and the wall itself in an array of colors . When Ruby dropped back down, Jaune, Nora, Pyrrah and Ren slid off the wall and fell to the floor leaving outlines of themselves on the wall.

When everything quieted down, the winning team heard clapping and looked over to see Adrian applauding them from his space. Holding up a lunch tray with ketchup sprayed on it to make the number '10'.

"You missed all the fun, Adrian!" Ruby called just as the doors to the room burst open.

Glynda Goodwitch stomped inside, her riding crop clenched tightly in her hand as she growled deeply from the disturbance. She held up he wand stopping a cluster of plates from hitting her before giving it a powerful wave.

All of the tables, snapped into the air, flowing back into place while the leftover food was disposed of properly. When everything was settled, she addressed the group, "Children, please." she adjusted her glasses. "Do not play with your food."

Nora gave a resounding belch, surprising the two teams before Yang came crashing back through the roof and through a table close to her team causing them all to start laughing. Even Adrian couldn't help but laugh silently along with them. All of the troubles going through his mind from earlier.

Ruby came up beside him, covered in filth and hugged him tightly. The soldier not minding in the least as he embraced her back, flicking a few peas from her red-tipped hair while doing so.

Glynda continued to leer at the teens crossly, but paused as Professor Ozpin came up behind her and rested a hand on her shoulder. "Let it go." he said calmly.

The huntress sighed, "They're supposed to be the defenders of the world." she stated.

"And they will be, but right now they're still children." said the headmaster. "So why not let them play the part." he turned and began to head out of the room. "After all, it isn't a roll they'll get to play forever."

X

The food fight had ended, and the group of teens were all laughing and having a good time. However. they were completely unaware of the little girl in a red dress that was watching them from outside a nearby window.

Alma looked at her oldest son, and as she watched she couldn't help but see how happy he was.

She had never seen her son so happy, it was a feeling that gave her some comfort. Alma wanted to see her son be happy, and from what she was able to understand, with happiness comes love.

Alma knew that the girl with the red hood, Ruby Rose, had feelings for him, as he had feelings for her. A strong connection that went beyond normal affection...could it have been love?

The very word brought her heartache to the center of her being. It was something that had been robbed from both her and her children all their lives, which had led to her rage and fury to be unleashed upon the world...but it was only now she realized how far her actions had been taken.

She turned away from her place and walked away, her form hidden from the mortal children around her as she thought to herself. Had she been so blind by her anger and hatred, that she had failed to see she was actually hurting her son?

Alma would never want to harm her son, unlike her father who tortured him and her youngest son since their birth. It had taken her some time, but eventually she discovered that all she was doing to try to get her oldest son to come to her was actually hurting him, all she wanted was for their family to be whole again.

For her sons to love her.

But her eldest both feared and hated her for what she had done, and her youngest...had been twisted into something monsterous due to their bonding during his torture at the hands of Harlan.

With her mind and her heart weighing heavily on the disarray of her family, Alma started to think on how to fix the damage that had been caused...and the answer came to her quickly.

She wanted her family together again, she wanted to be a mother again, and she would do so no matter what it took.

But in order to do this she needed a body, and she wouldn't have to look far, for she already knew whose body she wanted.

Gathering her powers, she vanished in a burst of ashes. Alma having found the location of the one she saw as her new body. Intending to observe her actions before it was time to strike.

 **A/N: This is only just the beginning, and there is just enough questions left to leave you all guessing about what will be happening next.**

 **It will take a bit more time between updates compared to last time, but as long as the content is to the best that it can be, it'll be worth the effort.**

 **Leave your reviews and PMs in the usual spots, and I'll get back to you all as best as I can.**


	2. Interval 01 - Factions

**A/N: All I can say about the first 48 hours is, WOW. This story has already collected a huge fanbase in such a short period of time, though I'm honestly not that surprised considering how well the previous one had done.**

 **There have been many questions asked about the many directions this story can take. And as much as I would love to answer them all, I'm a man of shock and suspense, it's how I've based my writing style in certain ways and its one of my methods to keep my readers entertained. So you're answers will come in due time, you just don't know when.**

 **Don't forget that this story takes place in an Alternate Universe compared to the original story, so there will be some things none of you will be expecting...that may or may not include deaths to certain characters. (Or in Cardin's case, completely losing his mind to terror.) Though you all will see that in due time.**

 **Disclaimer: I own nothing.**

X _Undisclosed Location_ X

Inside a secret warehouse, various White Fang soldiers were milling around, moving crates upon crates of stolen dust all over.

Roman Torchwick stood with his back to the large room going over several readouts spread on the table before him.

Despite the fact that it had taken them much longer than they had intended, no thanks to the meddlesome kids interfering with their operations, they had managed to capture several shipments more dust that was now being stored in this very warehouse.

Thinking about that moment at the docks weeks ago, the criminal reached up and touched where his right ear had been. A white bandage strapped to the side of his head in its place which caused him to grit his teeth.

The little bastard that wounded him would pay for that in spades, he would see to that personally.

His musings of revenge were broken when he heard footfalls behind him, turning, he was met with Emerald and Mercury approaching.

"Oh, look! She sent the kids again!" he said approached the two and putting his arms around their shoulders from behind. "This is turning out just like the divorce."

Emerald shivered in disgust, "Spare us the thought of you procreating." she said as she and her partner pulled away.

Roman shrugged, "That was a joke. And _this_ might just might tell me where you two have been all day." he said holding up a piece of paper and turning to the duo.

"What?!" the green haired girl checked her pockets and found the paper missing from its place.

"I'm a professional, sweetheart. Pay attention, maybe you might learn something." said the criminal looking at what was written on the slip in his hand. "Where did you get this address?" he asked pointedly.

"Wouldn't you like to know?" asked Emerald crossing her arms.

"Yeah, I would. Now where have you been all day?" asked Roman not taking her lip.

"Cleaning your problems." said Mercury sharply, "One of them at least."

"I had that under control." said the criminal serious.

The grey-haired teen shook his head, "Two packed bags and a ticket out of Vale said otherwise."

Roman got in his face and pointed at him, "Listen you little punk. If it were up to me, then I would take you and your little street-rat friend here and-"

"Do _what_ , Roman?" asked a voice from above. They all looked up and saw Cinder Fall step off of the scaffolding on to a small lift, her burning-amber eyes locked on them all while riding it down to the main floor.

The mastermind chuckled nervously, "I'd, uh...not kill them?" he said trying to cover his tracks.

"Cinder!" Emerald said excitedly.

The raven haired woman walked across the room, her heels clicking on the pavement as she approached her subordinate. "I thought I made it clear that you would eliminate the would-be runaway." she said calmly.

"I was going too..." Roman trailed off, but was cut off by Emerald.

" _He_ was going to escape to Vacuo! Mercury and I decided to take it upon ourselves to kill the rat."

Mercury stroked his chin, "I think he was some sort of cat, actually." he pointed out.

"What, like a Puma?" asked his partner.

"Yeah, there you go." he replied.

"Quiet." they both shut up and looked at their boss who leveled a glare at them. "Didn't I _specifically_ instruct you two to keep your hands clean while in Vale?"

Emerald swallowed, "Uh, yeah, but we just thought that-"

"Don't think. _Obey_." Cinder spoke with no room for defiance, getting a 'Yes ma'am' from them both before she turned her attention to Roman. "And you. Why wasn't this handled sooner?"

Roman glared at them all, "Uh," he motioned to the crates on his right, "Eh...?" Then to more crates on his left. "Eh...?" Then finally everything stacked behind him, "EHHHHH! _Sorry_ if I've been busy stealing _every speck_ of dust in the kingdom!"

"You're an inspiration to every punk with a gun and a ski mask." Mercury said sarcastically.

"Look around, Kid. I've got this town running scared! Police camping at every corner, dust prices through the roof, _and_ we're sitting pretty in an old warehouse with more dust crystals, vials and rounds than we know what to do with! Roman exclaimed. "Speaking of which, if any of you wouldn't mind letting me in on your grand master plan, it _might_ make my next string of robberies go a little smoother!"

"Oh, Roman. Have a little faith." Cinder said moving closer and stroking his cheek, "You'll know what you need, when you need to know." Her eyes glowed briefly causing Roman to look away with a grunt. "Besides, we're done with dust." she said as she turned and started walking away.

"Okay," the criminal asked confused. "Then, what now?"

"We're moving. Have the White Fang clear out this building. I'll send you the details and coordinates tonight."

"Coordinates?" asked Roman.

Cinder looked back at him, "We're proceeding with phase two." she then turned her attention to Emerald, "Have our new friends contacted us yet."

"Try asking them yourself."

The group of criminals looked to the entrance of the warehouse and found another group approaching. Two ATC soldiers flanking on either side of two Phase Commanders, and leading the group was a man older than all in attendance by over a couple decades, hair cut similar to that of a marine with a thick mustash wearing black body armor with an air of authority about him.

Roman went to go off on the sudden arrival, but Cinder held up her hand, stilling him. "I take it you were sent to give an update?" she asked.

The man grunted, "And collect one as well." he looked around at the operations going on around them, sending a sneer at the White Fang moving about. "Working with animals, guess we all gotta make sacrifices."

"I think a proper introduction is in order." said the pyrokinetic with her arms crossing.

"Colonel Richard Vanek, Head of Armacham Technology Corporation's armed forces." replied the Colonel, taking out a cigar from one of his pockets and slipping it between his teeth. "Aristide told me to send her regards, and to tell you that everything on our end is up to standards."

Cinder nodded, "I just finished giving the order to move to our new base of operations and proceed with the next phase in our plans."

Vanek nodded back as he lit his cigar and took a long drag on it, "Care to tune me and my men in on the details?" he asked, blowing out smoke at the same time. The now larger group headed in the same direction.

Mercury was bumped aside by one of the Phase Commanders who grunted down at him before taking several large strides ahead. The silver-haired teen flipped him the finger and grumbled under his breath as he and Emerald took their rightful spots on either side of Cinder.

X

High above the warehouse floor, Alma stood on one of the support scaffoldings close to the ceiling. Her glowing eyes narrowed at the ATC soldiers that had made an appearence before shifting her attention to the person she had come to observe.

The raven-haired young woman with glowing eyes similar to her own. Feeling the telesthetic signature she was giving off while she commanded those around her.

Each person, living or dead, possessed such a marker that psionics like her could pick up on, and the only way for her to find a body that could survive the possession process had to be a match to her own signature. And when she first saw her, Alma could sense the woman's telesthetic signature very clearly, and found that it was nearly identical to her own.

Making her the perfect candidate.

There was, however, a slight anomaly with her aura. Something about it was odd, like there was a foreign power within her that didn't rightfully belong there, one that was trying to break free and get back to where it belonged.

Although unusual, it wasn't a problem for what she had planned. All Alma had to do was bide her time and wait for the moment to take what she wanted.

Satisfied with her findings, the powerful psionic disappeared to parts unknown. Soon, she would have what she desired.

X

At Beacon, it was just another quiet afternoon for the students and the faculty. However, the tranquility was broken by the loud hum of dozens of engines.

In the skies around the academy, dozens of white ships baring the insignia of the Atlas military came down from the clouds. While the attack ships set up arial perimeters, the command ships touched down at the sky-dock.

Up in the headmaster's office, Ozpin and Glynda looked down at the new arrivals as the ships unloaded their passengers.

"Ironwood certainly loves bringing his work wherever he travels." the blonde huntress seethed. Not liking the idea of an army being brought to their school of all places for the sake of 'security'.

"Well, running an academy and a military makes him a busy man." replied Ozpin calmly. "But yes, those are a bit of an eyesore." A soft beeping on his desk alerted them to someone requesting to enter the office.

"Come in." the headmaster said after hitting the alert.

The doors opened and in stepped Ozpin's good friend and colleague, General James Ironwood. The man dressed in a pristine white service uniform, his black hair slicked back with silver streaks running along the sides of his head. His eyes calm and calculating, reflecting the position he commanded as a fellow headmaster and his rank as officer in the Atlatian military.

"Ozpin!" James called as he crossed the room and shook hands with his old friend.

"Hello, General." replied Ozpin.

"Please, drop the formalities." the General admonished half-smiling, "It's been too long. And Glynda! It has certainly been too long since we last met." he added as Professor Goodwitch came up and stood beside the headmaster.

"Oh, James..." she replied sarcastically. "I'll be outside." without another word she left the two men to their business.

When the doors closed, James turned to Ozpin, "Well, she hasn't changed a bit."

Nodding, Ozpin turned to his desk and pour the two of them some coffee, "I would ask what in the world brought you all the way down from Atlas, but given recent events and discoveries, we both already know the answer."

"Indeed," the General said, accepting a mug and taking out a flask to add its contents to it, "Then again, I do love Vale this time of year. And with you hosting the Vytal Festival, it would have been a great time to catch up...had things not gone so horribly wrong months ago."

The other headmaster nodded slowly, "As much as I would have loved to catch up with an old friend, the small fleet outside my window is a cause of concern, James."

James sent him a look before taking a long sip from his mug, "Fairport says otherwise, Ozpin. Ever since that city was all but wiped off the map, Atlas has been on high alert. We lost several squads of special ops, along with the entirety of FEAR and over a thousand civilians. And no one had been able to give us any straight answers...until you contacted me and informed me that one of my best was not only alive, but was a witness to what really happened out there."

"I can understand, but we are supposed to be in a time of peace." replied Ozpin while motioning out the window behind him. "But shows of power like this is just going to give off the wrong impression."

Approaching one of the windows that overlooked the campys, the General sighed. "People are scared back home, Ozpin. And that fear hasn't diminished since the incident, and with the Vytal Festival drawing closer, the defense council wanted to be sure that it didn't happen again. And if what Qrow has told us is true..." he trailed off, letting the seriousness of everything sink in.

"If what Qrow said is true, we will handle it tactfully." said Ozpin. "As for...everything else. One step at a time. It's the Vytal Festival, a time to celebrate unity and peace. So do your best to not scare the people of Vale with the hundreds of soldiers you brought with you."

James breathed out slowly, finishing his beverage, he brought the mug over to the desk and sat it down. "Where is Wraith now?"

Ozpin took a drink from his own mug, "Mr. Wade is currently with his team, but he knows that you are expecting him any time." the headmaster of Beacon mulled over a couple of thoughts, "Were you aware of what Armacham was doing?"

"The ATC has been making modified weapon variants and technological advancements for years." replied the General, "But, there always seemed to be something no one was seeing. Rumors of secret projects and experimentation, but no one could ever prove it. And with the backing of the Schnee Dust Company, they're nearly untouchable."

James clenched his fist, "I knew Harlan Wade. The man was too ambitious and always had an agenda all his own. If I had known what he was doing for Armacham behind closed doors, to his own child no less, for so long...I would have put an end to it immediately."

He sighed and turned to his friend, "As for the fleet, I am just being cautious."

"As am I." replied Ozpin, "Which is why we should continue to train the best huntsmen and huntresses we can."

"You and I both know that might not be enough." said the General, hands behind his back, "Contact Wraith, we're long overdue for a debrief."

X

In the library, the former point man was sitting at a table with the rest of his team, book in hand and reading while the four girls played an intense board game.

"Hmm..." Ruby hummed from beside him as she looked at the cards in her hand, "Alright. Yang Xiao Long, prepare your kingdom for battle!"

"Bring it on!" the blonde exclaimed pumping her fist.

"I deploy the Atlesian Air Fleet!" the cloaked said laying down the card, "Looks like I get to fly over your Ursai and attack your walls directly. And since Atlas is a part of Mantle, my repair time only lasts one turn."

Yang looked over her own cards and chuckled, "Pretty sneaky sis, but you've activated my trap card! Giant Nevermore!" she said slamming her fist on the table, "If I roll a seven or higher, Fatal Feathers will slice your fleet in two."

"But if you roll a six or lower, the Nevermore will turn on your own forces." said Ruby.

"That's a chance that I'm willing to take." replied the blonde taking up the dice and rolling what she needed. "HA!"

"NOOOOO! MY FEARLESS SOLDIERS!"

"Eh, most of them were probably androids."

"Goodbye my friends...you will be avenged!"

"Not until I draw my rewards, which are doubled this round, thanks to the Mistral trade route!"

"BAH!"

Adrian turned a page in his book, tilting his head to the side when a game piece flew past him while the sisters continued their banter.

"Oh! And what's this?" asked Yang rhetorically, "The Smugglers of Wind Path?! That means I can take two cards from your hand."

"Bah! BAH! I say!" Ruby shouted, more pieces flying that the soldier casually dodged, "Have you no heart?!"

The blonde grinned in satisfaction before turning to Weiss while her sister moped in defeat. "Well Weiss, it's your turn."

Thinking about her move, the heiress hummed. "I have...absolutely no idea what's going on."

"Look, it's easy." said Yang sliding up beside her, "You're playing as Vacuo which means all Vacuo-based cards come with a bonus."

"That sounds dumb." commented Weiss. The blonde went into a long winded explination of all the different moves she could make from her side of the board, all of which was lost on Adrian as he simply kept to himself.

The girls had been at the game for over an hour now, and even though they tried to get him to join in on the 'fun', he declined. But since Ruby was excited about playing he sat with her for moral support...which turned into light comforting as she laid her head on the table silently sobbing anime-tears from the loss she had been dealt by her own sister.

Right as Yang finished her explination, Adrian felt his scroll vibrating in his pocket. Setting his book aside, he found a message waiting for him when he too out the device to check it.

 _ **Mr. Wade,**_

 _ **Please come to my office when you are able. Someone is here expecting you.**_

 _ **Ozpin.**_

"What's up?" asked Ruby, her earlier turmoil caused by the game long forgotten as everyone looked at him curiously.

[Headmaster wants to see me. Says it's important.] he signed back as he stood up, bending down to share a kiss with his soulmate, who understood exactly what this particular meeting was about, before making his way out of the library and toward Ozpin's office.

He hadn't seen General Ironwood since the day before he joined FEAR. The man had all but taken him under his wing when he first joined the military in Atlas at 13.

Despite his age, the man would always say that he saw something in him that, if refined, could become a valuable asset to the people he would be protecting.

The training that followed had been harsh, but Adrian took everything that was thrown at him and became a force to be reckoned with. Which was how he was promoted to FEAR in the first place.

But after Fairport and Auburn, and with the Project Origin facility going up, the only thing the young soldier wanted to do was escape the past that had been revealed to him. The last thing he needed was to debrief on how he watched countless people die because of Armacham's madness and how he was inadvertanly connected to it all.

At least now he was able to face his demons to a certain extent, and with the threat of Armacham possibly coming after him again, it was better late than never to tell Ironwood everything that happened.

Taking the elevator up to the headmaster's office, the doors opened and he stepped inside to find Ozpin sitting at his desk and the General standing before it. Both men turning their attention to his arrival.

"Wraith..." James said, even already knowing of him being alive it was still a surprise to see the young man in the flesh.

Adrian stood before the General at attention and snapped a sharp salute to him. Ironwood mirrored the action and saluted him in return. "I knew it was wrong to have you marked as KIA, but with so many dead, most of them with no bodies to be found, we could only think the worse."

[I understand, General.] the teen signed back, [There was too much chaos back then to be sure of anything concrete.]

"Ozpin filled me in on everything you and he talked about before. A lot of it was...disturbing, to say the very least." said James. "I was hoping for you to shed a bit more light on the events that took place. Any information that came out of Fairport during the operation was vague at best, and we both know Armacham won't say a word about it if it implicates them."

Sending a look to Ozpin, the headmaster simply motioned to the avaliable seat infront of his desk that the ex-FEAR operative accepted.

The conversation was going to be a long one, but it was well overdue.

X

Genevieve Aristide sat in her office in one of Armacham's black sites. The monitor before her scrolling with all the data collected by her operatives and agents in the field as she sipped on a glass of wine.

Fettel's escape and hijacking of the Replica army her company had been working on had been a setback at best, but the destruction of the Origin facility had cost them a great deal of money and resources.

Her main objective was to have the facility reopened after it had been sealed years prior and salvage what they could before restarting the program. She had no way of knowing that somehow, someway, Alma Wade had survived being unplugged and entombed in the facility and slaughtered the scout teams.

Before the ATC had a chance to reseal the place and come up with another plan, Fettel escaped, the Replica army turned on them, then Atlas and that damn FEAR team got involved. Covering their operations got messier, she ordered to have all servers and datafiles at Origin to be wiped so they could plead no involvement in the project.

But Aristide didn't count on that the lone point man that had single handedly fought his way through not only the Replicas, but her own private military as well, turned out to be the first prototype created in Harlan's experiments with Alma.

The moment the ATC CEO discovered this information, she ordered to have the young soldier apprehended and brought in. And all other interlopers in the matter be dealt with extreme prejudice.

In the days after the Origin facility was destroyed, they had mananged to capture the first prototype and hold him in a secure location...But he escaped, leaving a path of death and destruction in his wake.

After that he fell off the radar, and no matter how hard they searched they could find nothing on him. Until a few months ago.

Some of her agents in Vale reported someone matching the first prototype's profile sighted in the area. And after a bit of digging, Aristide found that he was enrolled at Beacon Academy.

This proved a great challenge. Given that she couldn't get her hands on the remaining son of Alma through use of her forces, she'd have to do so more discreetly. That was when she was informed of a plot to overthrow the kingdom, and thus an opprotunity presented itself.

All it took was to offer arms and tech for their plans in exchange for taking the prototype alive, and the ATC could keep their hands clean while the criminals did all the work.

When she was finished going through the data, the CEO heard her personal scroll ringing. Checking the caller ID, she quickly answered it when she saw who it was;

"Hello, sir. What can I do for you?" she asked.

 _"I haven't received any updates from you as of late."_ came the sharp reply from the male on the other end. _"Is the situation being handled?"_

"Yes, sir. Vanek and his men are collaborating with the ones working against Vale's defenses. He should be reporting in within the next couple of hours." said Genevieve.

There was a calming breath over the line, _"I could care less about what happens to Vale. What I do care about it your company's secrets becoming public knowledge and implicating me and mine. Be sure that that does not happen."_

"You have nothing to worry about," replied the CEO, "Once we have what we need, anyone and everyone with knowledge of our involvement will be dealt with. There is always room for more test subjects for future ventures, after all."

 _"Very well. Contact me immediately when you know more."_ the man hung up. Genevieve set her scroll down and turned back to her computer, bringing up the image of the prototype that had been sent to her by her agents.

"You couldn't hide from us forever, Adrian Wade." she said with a blade-like smile, "It's only a matter of time before we have you again. And this time, we'll be sure you're locked away just like your mother and brother had been..."

X

Later in the evening, Adrian was on his way back to the dorms.

Hours after recounting every event and every detail of the incidents in Fairport and Auburn, along with answering any and all questions given by Ironwood, he'd been dismissed.

To say the General was uneasy and upset about what had happened during the operation, along with the discovery of Adrian's origins, would have been a grave understatement. The man wanted blood for what the ATC had done.

But the major issue was that there was no evidence to prove any of it. What data there had been was destroyed with the Origin facility, and any backups would have been wiped clean. And the only witness was someone that wasn't only considered AWOL by military standards, but could also be considered mentally unstable.

There was little to nothing anyone could do without solid proof, and when he informed the General that he had seen someone baring the mark of Armacham at the end of the firefight at the docks he became even more concerned.

For now he had been all but ordered to keep a low profile until things could be figured out. As for his enrollment in Beacon and his supposed death, Ozpin had easily solved the issue.

Given that 'Wraith' was marked as KIA, and Adrian Wade didn't exist until a few months ago, it was decided that he would keep his current identity as to stay out of sight and move on with his life.

Ironwood didn't have an issue with it, believing fully that the young man deserved it with what he had endured in his life. But he wanted to be updated on his progress since only he, Ozpin and Glynda were aware of his true identity along with Adrian's girlfriend Ruby Rose.

Rounding a corner and following the familiar path back to the room he shared with the rest of his team, he wasn't surprised when he felt Paxton come up and fall in step beside him. **"You realize that they do not understand fully on how far Armacham will go, don't you?"** the psionic asked. **"General Ironwood as some idea, but I could tell that his mind was in too many places at once. He doesn't see the full threat."**

Adrian only nodded, he could sense that the General was distracted even before the debrief. And the arrival of an entire Atlasian fleet meant something more than a simple escort for students and faculty.

 **"I sense caution and paranoia from the General."** said Paxton, **"Whatever he and Ozpin were discussing before your arrival was something of deep importance that they do not want anyone else to know about. You should not expect any aid from either of them."**

Reaching the hall where the dorm room was located, the two brothers came to a stop and faced each other. **"We need information, brother. We cannot hope to find out what Armacham is up to in Vale unless we do some investigating of our own."**

Adrian knew that Paxton was right. But there was no information to go on that could lead to anything that could be used to their advantage.

The sudden vibration of his scroll caught the former FEAR operative's attention. Fishing out the device, he saw that the call was coming from a blocked number.

Curious, he accepted the call and put the scroll to his ear;

 _"Adrian Wade, or do you prefer to be called 'Wraith'."_ a digitized voice rasped over the line making Adrian's eyes narrow. _"Yes, I know who you are. I also know that the Armacham Technology Corporation is hunting for you. I have information that you may find useful. Come to these coordinates and we will meet in person, come alone."_

The line went silent when the unknown caller hung up, the scroll chimmed with an incoming message that showed an address for downtown Vale.

 **"Hmm, I suppose we have our lead."** said Paxton, having heard the one-sided conversation.

Adrian kept his eyes on his scroll for a few moments longer before closing it up and slipping it back into his pocket. It may have been a possible lead, but it could also be a trap. Either way, he would get answers when he went to the marked location.

And if there were ATC forces waiting for him, then he could at least thin their ranks.

The psionic chuckled, picking up on his brother's thoughts. **"Now that's the spirit, brother."**

"Hey Adrian!" Both brothers looked up to see Ruby, Yang and Weiss coming their way.

Paxton took that moment to disappear just before Ruby ran up and hugged Adrian around the middle. "How'd everything go with Professor Ozpin?" she asked, looking up at him with other questions in her silver eyes.

[Everything went fine.] he signed back, moving his hands a bit closer so only that she could see, [I'll tell you later.]

"You seen Blake anywhere?" asked Yang, "She kinda ditched out on us in the library not long after you left."

Adrian shook his head, [Didn't see her.]

"Like I said, she's probably in the dorm." said Weiss as they all headed toward the room together. Ruby's hand taking Adrian's as they walked side by side.

The former FEAR operative did have a lot to tell her, but that would have to wait until they were alone.

 **A/N: Plot twists as far as the eye can see. And with so many people pulling different strings from behind the scenes, Vale is looking to be more and more like a future battlefield between different factions. Let's just hope Adrian and RWBY are ready for the coming tides.**

 **Reviews always welcome! See you all next time!**


	3. Interval 02 - The Next Step

**A/N: Hello to all once again. As I said, the time between updates has significantly slown down as of late, even more so with such high demand for my other stories to be updated. So this chapter here might be the last one for a while so that I can get the chance to update the others and get them back into the game as well.**

 **And despite it's short length compared to others, it is one that is worth the wait.**

 **Disclaimer: I own nothing.**

Alone in the dorm, Blake sat on her bed with her back to the wall, knees curled up to her chest and deep in thought.

Ever since the night at the docks she'd been thinking a lot about the events going on around her. Torchwick, the White Fang, the dust robberies, everything she had discovered had been running through her mind at almost every waking moment.

She wanted answers. Why would the Fang work with a human criminal? Why would they need so much dust? What were they planning? Nothing seemed to fit, and she wasn't anywhere closer to figuring anything out.

The cat-faunus' thoughts were broken when the door to the room opened and the rest of her team came in. "Blake, there you are." said Yang when she saw her partner, "You feeling alright? You've been kinda out of it for a while."

"I'm fine." Blake said, getting out of her bed and heading for the door, "I'm going to head to the-"

"Stop." Weiss suddenly cut her off, making her pause with her hand hovering over the doorknob. "Lately you've been quiet, anti-social and moody. Which I get is kind of your 'thing'. But you've been doing it more than usual, which, quite frankly, is unacceptable. You made a promise to me, to all of us, that you'd let us know if something was wrong. So, start talking, Blake Belladonna."

For a few moments, Blake said nothing before sighing. "I just...I don't understand how everyone can be so calm."

"You're still thinking about Torchwick?" asked Ruby.

"Torchwick, the White Fang, that...guy in the weird power armor, all of it!" the faunus exclaimed. "Something big is happening and no one is doing anything about it!"

"Ozpin told us all not to worry." said Yang, "Between the police and the huntsmen, I'm sure they can handle it."

"Well I'm not!" Blake shouted, making everyone save for Adrian jump. "They don't know the White Fang like I do."

Weiss held her hands up and stepped in the center of all of them, "Okay, between blowing up night clubs, stopping thieves, taking on whole squads of enemy combatants, and striving for freedom" her eyes went from Ruby, to Yang, to Adrian then finally to Blake with each statement. "I bet all of you think you're all ready to go out and apprehend these ne'er-do-wells."

"Uh...who?" asked Ruby, looking up at Adrian who shrugged.

"But let me once again be the voice of reason," continued the heiress. "We're students. We're not ready to handle this sort of situation."

[Speak for yourself.] the ex-FEAR operator signed, [Situations like this don't judge by age, experience and preparation level. You either do something about it, or end up falling when it's too late to fight.]

"He's right." the faunus pressed, "Our enemies aren't just gonna sit around and wait for graduation day! They're out there, somewhere, planning their next move, and none of us know what it is, but it's coming! Whether we're ready or not."

The team all looked to another another for a moment before Ruby took a step forward, "Okay. All in favor of becoming the youngest huntresses and huntsman to bring down a corrupt organization conspiring against the kingdom of Vale...say aye."

"Yes!" Yang exclaimed, "I love it when you're feisty."

"Well, I suppose it could be fun." added Weiss.

Adrian nodded and gave a thumbs up while Ruby sighed, "None of you said 'aye'..."

"Alright then," said Blake, happy that everyone was onboard. "We're all in this together."

"Let's hatch a plan!" Ruby shouted before gasping, "I just remembered, I left my board game in the library."

"We're doomed." Weiss muttered, pinching the bridge of her nose as their leader bolted from the room.

"I'll be right back in a-OOF!" Hearing the sound of the girl hitting someone out in the hall, Adrian lightly jogged out to see if she was okay in time to see her getting helped up by one of three older students wearing black uniforms.

"Sorry about that. Are you okay?" Ruby asked the green-haired, red eyed girl she had run into.

"I'm fine. Just watch where you're going." the older girl replied, her silver-haired male companion chuckling beside her.

After dusting herself off, the young leader smiled at her boyfriend who checked her over before smiling again at the new arrivals. "I'm Ruby, this is my boyfriend Adrian. Are you new students?"

"Visiting from Haven, actually." replied a smooth, nearly sinful voice. The duo parted and another woman stepped forward.

Adrian's back went ramrod straight and nearly reached for a weapon when he took in her features. Long, raven-black hair and a pair of glowing amber colored eyes that reminded him too much of his mother.

Despite managing to restrain his inner turmoil at the new arrival, something about the woman put him on guard. The look in her eyes and the aura about her gave off the feeling of being hostile despite sounding friendly.

Ruby, however, missed the subtle signs the ex-FEAR operator was picking up from the woman. "Oh! You're here for the festival then! But exchange students have their own dormitory."

"I guess we just got turned around." the male stated. Adrian's eyes narrowed at him, the feeling of distrust magnifying at the condescending tone.

"Don't worry, happens all the time! Your building is just east of here." the red cloaked girl said as the trio walked past them.

The raven-haired woman smiled, "Thanks. Maybe we'll see you around." she said looking between the couple before continuing on her way.

Ruby went to say more, but was stopped when her soulmate put his hand on her arm. When she looked up at him, she was surprised to see the look he was sending at the exchange students.

"Adrian? What is it?" she asked, concerned.

[I don't trust them.] he signed bluntly. [Can't explain it. But something about them doesn't feel right. Especially that woman. Stay on your guard around them.]

Even though she wanted to say he had nothing to worry about, Ruby knew full well that Adrian's instincts were the way they were for a reason. Turning her head to see the trio they had met going around the corner, she started to wonder if they were hiding something.

X

When the other members of their team fell asleep, Adrian and Ruby left the dorm and went to their usual spot on the roof.

Given that they didn't have much lien to go on dates from time to time, they would spend some evenings sitting under the night sky and just enjoyed each other's company while making small talk.

Tonight was one of those nights. Adrian sitting with his back to the wall beside the stairwell door, Ruby sitting in her lap with her cloak wrapped around her. The former FEAR operator had just finished filling her in on the discussion with General Ironwood about the Fairport mission, then the mysterious phone call he got just before he met up with them outside the dorm room.

"Do you know anyone that could have made that call?" Ruby asked, her head resting on Adrian's shoulder with her face pressed into his neck.

Ths soldier shook his head, [None that come to mind. None that are alive anyway. But I guess I'll figure it out when I meet whoever it is in person.]

"But what if it's a trap?" the cloaked girl asked, sitting up so that she could look him in the eye. "It could be Armacham trying to lead you out into the open, and you won't have backup there to help you."

[Ruby, I've been in worse situations, outnumbered and outgunned, and survived.] Adrian signed, [Even if it is a trap, I'll be expecting it and will be ready to escape if need be. Through bodies if I have to.]

Biting her lip, Ruby thought to herself for a couple of moments before voicing something that had been on her mind for a little while. "I think you should tell the others about what happened. Not that I'm trying to force you to or anything!" she amended, trying to not sound pushy on the subject given the sensitivity of it, "It's just, well, everyone accepted Blake for being faunus and a former member of the White Fang. They would accept you too."

Adrian leaned his head back against the wall and looked up at the shattered moon above. He'd thought about letting the rest of their friends and team know about his past and origins, but something was always holding him back each time the subject came to mind.

Perhaps it was fear of judgement, of pity, being looked at as a damaged science experiment. Which was strange since he never once cared about how others viewed him before.

Then again, he never had close friends before either. People that managed to get close enough to him that he became able to trust them. Even after all these months, it was still something that he was trying to adjust to.

[I don't know.] he signed honestly. [They will have to be told sometime, especially if Armacham is involved. I'm just not sure how to tell them. I've barely started coming to terms with everything myself. How do you tell the people your close to that your a failed experiment in a illegal and inhumane psionic-commander project?]

"You're not a 'failure'." Ruby said strongly with narrow eyes, "You may not have turned out the way _they_ wanted you to, but you became your own person. You survived so much, and look at where you are now. You're working to become a huntsman, you have good friends now...and me."

She leaned up and kissed him on the cheek, "I'll always be in your corner, you're not alone in this anymore. Okay? And as for letting everyone else in about it, do it when _you're_ ready to. Just know that the others will be just as understanding when the time comes."

Adrian smiled down at her and kissed her as a sign for thank you. The minor peck became another, followed by another. Before either of them knew it they were locked in a heated makeout session.

Ruby shifted so that she was comfortably straddling the ex-FEAR operator's lap, arms around his neck while their tongues moved along with one another. Adrian's hands coming up and holding her waist as he met the passionet movements rhythmically.

In the weeks that followed since they discovered their soulbond, the couple had started to become more physical with one another. Ruby had opened up a lot more as their relationship evolved, though that didn't come without awkward tallks with Yang, who decided to take it upon herself as the older sister to give the cloaked girl tips about dating and having a boyfriend.

Needless to say, the young leader decided to figure things out on her own and did anything she could to avoid hearing about her older sister's history with the opposite sex.

As for Adrian, having never been in one either, and never one to go into something blind if he could help it, he actually took time to do a bit of research on relationships. A lot of it was informative and answered a few questions he had, but the gyst of everything pointed to instinct and level of comfort.

So, in the end he decided to simply enjoy the moments as they came. Like right now.

Ruby's fingers ran through his dark hair, the length of which had grown to nearly reaching his shoulders. The soldier being prone to slicking it back from time to time to keep it out of his face throughout the day.

At the same time, Adrian's hands slipped under the hem of her tank top, feeling the soft warmth of her bare skin under his calloused hands as he slid up her back. Her muscles twitched slightly as he moved and a gently sigh escaping through their joined lips.

Feeling bolder along with the tingling feeling in her stomach, the cloaked girl removed her arms from around her neck and slid them down the soldier's chest before bringing her hands back up under his shirt. Running her fingers over the defined muscles underneath the article, the tingling increased and seemed to flood through her veins along with her speeding heart.

Breaking the kiss, Adrian started trailing a line down the side of Ruby's neck. The brunette leaning her head to the side allowing him to get closer while gasping when he hit a sensitive spot.

She wanted more. Her lower stomach was on fire, and from what she was feeling from her seat on his lap he was just as aroused as she was. Biting her lip, Ruby unconsciously ground her hips down into the hard bulge between her legs. The sudden friction making her moan softly and a tense grunt to emit from the soldier under her.

Adrian clenched his hands beneath the back of Ruby's tank top, pressing his forehead into her shoulder as she continued to press her hips down onto him. A playful grin spreading across his features as he opened his hands and moved them again.

Ruby's eyes shot open and gasped loudly, back arching when she felt her soulmate's hands now gently massaging her breasts. Thumbs running over the hardening tips sending sharp jolts of pleasure through her whole body.

Snapping her attention forward, silver meeting grey with pupils blown wide and breath coming out in deep gasps. Ruby dove ahead, lips crashing into Adrian's, ensuring his hands stayed where they were while her own worked to try and get the soldier's shirt off.

The couple was so lost in their haze of lust they didn't hear the door to the roof open beside them, but they did hear the shocked gasp that caused them to break apart and look up to see a very uncomfortable Jaune and Pyrrah. Dressed in their combat attire and weapons ready for training with their faces beet red and looking anywhere but the duo.

"Uhh...we, uh...didn't know this roof was occupied..." Jaune stumbled, coughing into his hand as he found something interesting to look at on the other side of the roof. "We'll just..." the two members of JNPR left as quickly as they were able, leaving Adrian and Ruby alone again.

Face as red as her cloak, Ruby pulled her tank top down after Adrian took his hands out from under it while he fixed his shirt. "I wish that didn't just happen." she said covering her blushing face.

[Could have been worse.] signed the former FEAR operator, [It could have been your sister, or Weiss, or even Professor Goodwitch.]

The young leader giggled, "Yeah, that could have been really bad." sighing, she smiled at Adrian while brushing hair behind her ear. "Though, everything leading up to that moment was pretty awesome."

A similar smile matched her own, [No complaints here.] The couple shared another intimate kiss before helping each other up, deciding to call it a night given how late it was.

Returning to the dorm without incident, Ruby hung up her cloak before she crawled into bed beside Adrian and cuddled up to his side. "Goodnight, Adrian."

Adrian kissed her on the forehead in his own form of goodnight before they both slipped into the land of dreams.

X

A couple days later, when classes finally ended, RWBY-A had gathered in their dorm to prepare for what laid ahead.

After spending the last few nights planning what they were going to do about the White Fang/Torchwick situation, they were finally ready to act.

The girls had decided to change up their outfits for their little operation, so Adrian figured that he would do the same. Instead of his usual all black outfit, he now wore a dark-green, long-sleeved shirt with leather padding on the shoulders and elbows along with a pair of digital camo pants. A gun harness was buckled around his chest and back with his Strader pistols holstered under each arm and Shade across his back.

(A/N: Pointman's outfit from F3AR)

The former FEAR operator was sitting on his and Ruby's bed, loading bullets into clips for his weapons while the girls finished getting ready.

"I thought that class would never end." Blake said as she adjusted the black ribbons tied around her wrists and forearms.

"Alright guys, today's the day." said Ruby when she finished lacing up her boots. "The investigation begins!" she finished with a jump of excitement.

Weiss shook her head, "Well, I'm glad to see you're taking all this _so_ seriously."

"Hey!" Yang exclaimed from her bunk, "We've got a plan. That's...moderately serious."

"Right." said their leader, "Everyone remember their roles?"

Weiss nodded, "You and I will head to the CCT and check the Schnee records for any other dust robberies or inconsistencies. Seeing as I'm in the family, it shouldn't be a problem."

"The White Fang has regular faction meetings to hand out orders and recruit new members." said Blake, "If I can get in, I can hopefully find out what they're planning."

Yang took it from there, "I have an old friend on the shady side of town that typically knows everything going on in Vale. Getting information out of him shouldn't be too hard."

Ruby nodded, "Great, we'll meet up tonight near Yang to go over what we've found."

"Wait, what about Adrian?" asked Blake, all eyes going to the former FEAR operator who had finished loading his clips and were slipping them into the proper pockets on his harness and belt.

[I have my own lead to follow downtown. I'll keep you all posted.] he signed while standing up. Ruby looked unsure about what he had planned, but knew that it was something he needed to do on his own and simply nodded in his direction.

"Alright, let's do this!" she said to the team.

"Yeah!"

Adrian vanished in a grey blur and reappeared at the window, sidearm drawn and aimed right between a very stunned Sun's eyes as the monkey-faunus hung upside from his tail outside. "Uh...hi?" he said nervously.

"Sun?!" exclaimed Blake.

"How'd you get up there?" asked Yang.

When the soldier removed the weapon from his forehead, the blonde male shrugged, "Ah, it's easy, I do it all the time."

"You do what?!" shouted Weiss.

"I climb trees all the time!" Sun added, flipping around and landing on his feet in the dorm room. "So...are we finally getting back at that Torchwick guy?"

" _We_ , are going to investigate the situation." said Blake sternly, "As a team."

"Sorry Sun, we don't want to get friends involved if we don't have to." said Ruby apologetically.

The monkey-faunus scoffed, "That's dumb. You should always get friends involved. That's why I brought Neptune." he said pointing his thumb out the window he came through.

Looking outside, the team found Sun's blue-haired teammate standing on the ledge with his back pressed firmly to the wall behind him. " 'Sup." he said, trying to sound cool, but failed to cover the terror trembling his voice from being so high up.

"How did you get up here?" asked Ruby.

"I have my ways..." replied Neptune before glancing down at the ground, "Seriously though, can I come in? We're like, really high up right now."

Adrian rolled his eyes as he reached out and grabbed the blue-haired male by his jacket and yanked in him in through the window, dumping him onto the floor.

After figuring the two members of team SSSN weren't going to back down from helping, the plan had to be reevaluated. Everyone kept to their roles, but Sun would be going with Blake and Neptune with Yang on their searches.

When everything was said and done, everyone went their separate ways.

Adrian had boarded a small ship that took him to Vale before hitching a ride to downtown. Following the address he had been given days before with the intention of tracking down the one who called him saying they had information.

Whether it was a trap or not meant nothing. If it turned out to be Armacham laying in wait, he'd still get the information he was looking for.

The address led him to an old, rundown apartment building on the far edge of this corner of the city. Windows boarded up with a large sign with 'Condemed' imprinted on it.

 **"They certainly picked the perfect place to set up shop."** Paxton said appearing beside his brother. **"If it does turn out to be a trap, we can simply drop the whole building ontop of them and the police would be none the wiser."**

Giving the building a long once over, the soldier drew a Strader and approached the front. Giving the boarded up front door a swift kick that revealed the dark interior. Weapon raised, he stepped inside, his senses on high alert as he looked at the garbage and debris littered floors, paint peeled walls and vacant rooms.

Aside from his brother's apparition, the creaking floors and the smell of decaying wood was his only company as he traversed the interior. Going up the main flight of stairs and ascending the floors one by one.

The directions he had been given mentioned the top floor, so that was where he was headed. Using all of his skill to remain as silent as possible as he reached said floor and scanned for threats.

Nothing, the whole building was deserted from the ground up.

Lowering his sidearm, but keeping his senses sharp as he moved down the long corridor. Reaching a lone door on the far end, the only one that was firmly shut, the former FEAR operator raised his Strader before reaching out and knocking loudly on the wood surface.

The world around him faded as his semblance took over, time slowing down as he prepared to fight.

The knob turned and the door creaked open, Adrian's finger tightened on the trigger...until the one on the otherside was revealed. The shock of seeing someone he thought dead causing his reflexes to return to normal.

"Been a while, Wraith. Now is that anyway to treat an old friend?" asked Jin Sun-Kwon, hands on her hips as she smiled playfully at him.

 **"Well...this is certainly unexpected."** commented Paxton, equally surprised as his older brother.

 **A/N: And the curse of the cliffhanger continues, though if you have played FEAR then you could have seen this coming at some point.**

 **Will update soon, but like I said, I need a chance to update my other stories. But I will come back to this one before you know it. Keep the reviews coming and show your love.**


	4. Interval 03 - A Familiar Face

**A/N: To say it has been too long, just doesn't quite cover it. I hate to admit it, but I've neglected this story for a long time. And even worse, I let my co-author down with lack of action in getting the update out there far sooner. I could say a million and one excuses...but I will just give you all a simple I am sorry to my readers, reviewers, and my partner in crime Macjack662. And to make up for it, after almost a year of waiting, the update for the Rogue series is finally here!**

 **(I own nothing)**

 _Two more Replica soldiers fell under the barrage of shotgun fire, their blood splattering across the unfinished walls of the wing of the hospital that was still under construction._

 _Wraith injected several fresh shells into the weapon until it was full, Wraith followed the corridors until he entered the stairwell of the main building. Going to the top level and kicking open a set of double doors open and doing a quick sweep of the hallway beyond before moving forward._

 _Going past the empty offices and conference rooms on either side while keeping his eyes and ears open, rounding the corner at the end just in time to see someone walking through the open door ahead of him._

 _Wraith raised the shotgun, preparing to fire._ _ **"Hurry..."**_ _a male's voice whispered in his ears just as the man vanished in a burst of ashes and a flickering of lights. The FEAR operator alone once again._

 _Pushing past the increasing number of paranormal events around him, Wraith shoved the next set of doors open and found himself back out on another upper balcony above the lobby floor._

 _"There he is! Open fire!" he quickly activated his reflexes and moved left. Gunfire raining down from above that he quickly avoided while switching to his assault rifle and shooting back. The three Replica's that were attempting to take him out themselves were taken down before they had a chance._

 _Leaping the gap between the wings, Wraith kicked open another door. Pumping a handful of rounds into the Replica that was on the other side before reloading._

 _A flash filled his vision, the world around him becoming distorted as Paxton's voice filled the void._ _ **"Soon, you will have a choice to make. You will soon near the time when you will have to stop running."**_

 _In the dark corners of the lavish corridor he could make out the twitching and shuttering forms of apparitions. Running past them, he entered an open doorway that held a blue vortex of light that sucked him in and spat him back out at the end of another corridor..._

 _In time to see Jin running past the opposite end._

 _Pushing himself to move faster, Wraith skidded to a stop when the air distorted in a series of openings made themselves known and more apparitions came spilling out into existence._

 _Rifle chattering loudly in his hands, the rounds tore through the phantoms making them vanish in bursts of smoke before they could reach him. Once the air was clear he started moving again, trying to cover as much ground as he could to catch up with the only other surviving member of his team._

 _Going into the hall Jin had disappeared into, Wraith found himself being pulled into another vortex that spat him out in an office elsewhere._

 _A loud scream had him double timing it, kicking the door to the office off its hinges as he tore off down the hallways beyond as the screaming got louder and more agonizing. Anxiety filling his veins when he found a fresh, bloody smear in the carpet ahead of him._

 _Boots echoing loudly while he followed the crimson trail. Finding more on the stairway and walls at the end of the corridor, reaching the top landing and entering another lobby where the lights were flickering wildly. The strobe effect of the flashes revealing blood staining the walls, ceiling, furniture and floor that dripped wetly._

 _And in the center of the lobby, surrounded by a group of malevolent spirits, was the bloody form of Jin Sun-Kwon._

 _Wraith raised his weapon and opened fire on the ghosts, their forms vanishing into the shadows as he ran into the room and dropped down beside the technical officer. Dropping his rifle to the side and ignoring the warm blood soaking into his kneepads while looking down at her broken body._

 _He'd been too late. Alma and Paxton's madness had claimed the last member of his team, her screams of pain and terror still echoing in his head as the flashing lights around him revealed the carnage and plunged him into darkness again and again._

 _Jankowski, Betters, Holiday, the countless Atlas Spec-Ops that had joined them, and now Jin...none of them deserved this._

 _Shaking his head, the remaining FEAR operator picked up his weapon before continuing his path to the extraction point. Now feeling more alone than he had for the last 48 hours._

X

Adrian's mind was in overdrive, keeping his weapon trained on the woman before him and refusing to back down.

It couldn't be her. There was just no way. He'd seen her body himself back at Auburn Memorial Hospital in a pool of her own blood. There was no way that she could still be alive.

Jin shook her head and kept her hands raised, "I know this has to be a serious mind-fuck, but it's really me. No illusions."

Paxton looked between the two of them, unseen by the woman before turning his attention to his brother. **"She speaks the truth, brother. This is no illusion. She is amongst the living."**

Slowly, Adrian lowered his sidearm and holstered it in place before bringing up his hands. [I saw you dead back in Auburn. How are you alive?] he signed.

"I thought I was dead too," replied Jin. "I remember running through the hospital trying to reach the extraction point when a bunch of those weird ghouls came out of nowhere. I must have blacked out for a while because the next thing I know I'm waking up on the floor covered in blood. By the time I reached where the bullhead was supposed to get us and found it in flames and a bunch of dead replicas all over the place."

The female operative sighed and ran a hand through her long hair, "I managed to get out of Fairport when Armacham was moving in to clean the place up from all their bullshit, only to find out FEAR was shutdown. Everyone was either dead or had been captured by those corporate bastards. As far as I'm aware, you and I are the only ones left."

Adrian nodded grimly, he'd already come to that conclusion a long time ago. [It's good to see you're still alive, Jin. But why are you here in Vale?] he asked.

Jin motioned for him to follow her, taking them both to the lone bedroom of the rundown apartment where a couple laptops and servers were set up on a large desk against a far wall. "Since the mission, I gathered all the intel we found on Armacham, Paxton Fettle and Alma. I know that you are her oldest son, Fettle's brother, and your ties to both the company and Harlan Wade." she started to explain while taking a seat at the desk, "I've been keeping tabs on Armacham since FEAR fell apart, that's what led me to you. I have to say, going to Beacon Academy was the last place I expected to find you."

She brought up several windows on one of the computers and motioned for him to take a look, "When I found out you were alive and had escaped capture I did everything I could to try and find you. Armacham's coming after you and hard. They've been secretly moving troops and supplies into Vale right under everyone's noses, but given what I've seen and pieced together, it's way more than what could be considered a simple retrieval mission."

Looking over the files on display, Adrian saw that Jin was right. The sheer amount of manpower and resources that were being routed into the kingdom was for something big.

"I doubt the ATC is crazy enough to attempt an attack on Beacon to get to you," said Jin, "But that doesn't mean that they're not a big threat, to you and anyone that you associate with."

The oldest child of Alma narrowed his eyes. If Armacham was planning on making a move soon, then the others needed to be warned before anything came about...even if that meant finally revealing his past to them.

[I need to warn my team.] he signed. [One of their lackies attacked us at the docks a couple weeks ago wearing a suit of power armor that allowed him to teleport through walls.]

Jin looked through her files and brough another one up, "They're called 'Phase Commanders', ATC's elite guards and squad leaders. I'll send you everything I've gotten so far, it might give you an edge if you run into any of their squads."

[You could come to Beacon. Make a cover story and get you out of the line of fire as well.] Adrian offered.

"I can't. Not yet anyway." Jin replied as she went back to her monitors. "I'll be more useful out in the field keeping track of Armacham's movements. I'll be sure to drop regular updates from time to time to let you know I'm still breathing."

 **"Which may not be for much longer."** Paxton said from the window as he looked down to the street below. Adrian came over and looked out as well and found three black armored trucks had pulled up on the other side of the road, the backs opening as a couple dozen men in body armor baring the Armacham logo jumped out with automatic weapons in hand.

 **"Seems our little 'informant' hasn't been as careful as she believed."** continued the appartition as Jin came up next and cursed.

"Shit! I had a feeling that they would catch onto me eventually." she went back into the room and started typing furiously on one of her computers. "I'm backing up everything to one of my other safehouses in the city. I need a few minutes to make sure that all the data is transfered, can you buy me some time?"

Looking back at her former team mate, she found him with both pistols drawn and already making for the door as she continued to work.

X

The ATC units that arrived outside the rundown apartment complex stormed inside, weapons drawn as they fanned out on the ground floor.

"Control, this is Ballista 6-3, we're on sight." the squad leader said into his comm as he took a small group up the stairs.

 _"Copy Ballista 6-3. You are to capture and secure the target before transporting them back to base for interrogation."_ came the reply.

The fireteam reached the top level of the apartment building and made their way down the hall to the location of their target. Stacking up outside the doorway, the squad leader motioned for two of his men to kick the door while the rest of them prepared to breach.

Closing in on the door, the two men in the lead barely had a moment to brace themselves when the thick wooden surface was suddenly ripped from the hinges and flew in their direction. Bullets tearing through and punching into the soldiers before they had a chance.

Adrian stood on the fallen door, the dead soldiers beneath it with Straders in both hands that he started firing in separate directions. Rounds punching through their intended targets and dropping bodies to the floor.

The sudden commotion had the rest of the men on the floor converging, the former FEAR operative holstered his pistols before kneeling down and picking up one of the soldiers' weapons, a Briggs SMG, along with several ammo clips before ducking into one of the empty apartments beside the one he had come out of.

Listening as the running boots of several armed men drew closer, Adrian gripped the weapon in his hands and waited for the last moment before spinning around the door frame and opening fire.

The soldiers leading didn't have enough time to scatter, several of them dropping dead before they even had a chance while the others managed to duck into the cover of surrounding doorways before returning fire.

Ejecting the spent clip of the SMG, Adrian slapped a fresh one home before looking over his opposition. A plan quickly forming in his head as he slipped the strap of the weapon over his shoulder and pulling a grenade from his belt.

Pulling the pin, he dropped the explosive into an empty paint can that had been at his feet. Gently moving the can to the doorway before giving it a swift kick, sending it sailing through the air and into another room down the hall where it tipped over and dumped its payload at the feet of two surprised ATC soldiers.

The explosion shook the building as the dying screams of the men caught in the blast reverberated through the air. The former FEAR operative sprang from cover, activating his semblance as the world around him slowed to a crawl, the SMG in his hands rattled slowly while the bullets piercing through the air like water toward their targets while he skillfully weaved around the ones fired back at him.

Blood sprayed through the air, some splattering the walls as Adrian's enhanced reflexes showed every hit with gruesome detail.

When his semblance wore off, he went to reload only to have the gun knocked from his hands by an ATC soldier wielding a EL-10 CAS shotgun that came sprinting out of a doorway.

Grabbing the man's weapon, Adrian punched the soldier in the throat before pointing it downward and pulling the trigger. The shotgun discharged, blowing half the man's foot off and making him cry out in agony as the teen wrenched the weapon from him and fired point blank into his chest sending him flying back into the apartment he came out of.

Hearing more running footsteps, the teen dropped low, avoiding the stock of a weapon aimed at the back of his head. Aiming the shotgun over his shoulder and firing into the attacking soldier's stomach before spinning around and shooting him again in the chest.

More footsteps on the stairs had Adrian aiming in that direction in time to see more ATC soldiers coming up. His new weapon fired again and again, red mist exploded through the air and bodies flew back, colliding with those that were still living. The former FEAR operative pulled out another grenade and primed it before tossing it down the stairs.

Various cries of alarm were silenced when the explosive detonated. The teen hit the steps fast, stepping over the corpses he had put down as he reached the bottom level.

Two soldiers laid scattered, one of them without his legs, another a charred mess laying against a wall groaning weakly in pain.

Adrian fired a shotgun blast into the one still breathing, dropping the spent weapon to the floor and drawing his Straders as he continued to make his way down. More ATC thugs were waiting and opened fire when he appeared, but the teen vanished in a blur of reflexive-speed before opening fire with both pistols into his enemies.

Within seconds, another hallway was cleared as the former FEAR soldier dumped the clips from his pistols and reloaded before holsering them and drawing Shade. The comfortable grip of the AR-Assault/Sword fitting him like a glove as he brought the scope to his eye and went down to the bottom level of the condemned building.

The moment his feet hit the bottom step, bullets tore into the rotting wood of the stairs forcing him to dive over the broken railing to avoid them. Rolling to his feet, Adrian fired several times into a soldier who was standing outside the main entrance before taking cover beside it.

Pulling out his knife, Adrian used the reflective blade to peer outside. Night had started to set in, but he could make out six soldiers hunkered down behind the vehicles they all arrived in with weapons all trained on the door.

Slipping the weapon back into his boot, the former FEAR operative drew Shade. Cocking the bolt-handle, his reflex semblance kicked back on before he shot out from behind the door, raising the rifle scope to his eye before squeezing the trigger.

One of the soldiers' heads exploded in slow-motion, the one standing beside him falling to the same fate as the teen continued to fire into their ranks. By the time his semblance cancelled out he was crouched down behind a black SUV with bullets peppering the side closest to him.

Blind-firing around the edge of the vehicle, Adrian heard heavy boots coming from the other side behind him. Swinging back, he slammed the butt of this rifle into a soldier's face, stunning him long enough to convert his weapon into its sword form and drive it right through the man's chest.

Drawing one of his Straders, he fired half a clip into another ATC soldier that came in behind the one he impailed. Dropping him to the ground before kicking the one still on the end of his sword.

With two enemies remaining, Adrian ran out from behind the SUV and charged the remaining soldiers. Their rounds either missing or being absorbed by his aura as he closed the distance fast, bringing his sword down and cleaving one of the men almost completely in half from shoulder to hip. The last one scrambled back, desperately trying to reload his weapon and ended up dropping the clip as the super-soldier turned huntsman mechashifted his weapon back into rifle-form and fired the last few rounds into the scared soldier's center of mass and causing him to slam into the side of one of the armored trucks and slide to the ground dead.

All was silent. Adrian ejected the spent clip in Shade and replaced it with a new one bfore slipping it onto his back. **"You certainly haven't lost your touch, brother."** said Paxton as he strolled through the carnage his sibling had made as though he were going through a park on a warm day. **"And it seems our informant was correct. Armacham is making their move."**

The older brother nodded just as his scroll started going off. Fishing it out, he saw an blocked number trying to get through.

Figuring who it was, Adrian accepted the call and put it on speaker. _"Well, your skills haven't dulled since we last saw each other."_ Jin's voice came through, _"Thanks for covering my back, I'm heading to my safehouse in the northern part of the city. I can't risk giving out the coordinates, not since Armacham was able to figure out this place. I'll contact you if I find out anything new, until then keep your head down and try not to be caught alone. They're definitely watching you now."_

 **"They will merely be sending more of their sheep to the slaughter."** commented Paxton as the call ended. **"I wonder if the others in your team have had such an eventful day."**

As if to answer the psionic, Adrian's scroll went off again, this time it was Blake initiating a conference call with everyone in their team;

 _"Everyone! If you can hear me we need-"_

 _"HEEEEELLLLLPPPPP! They got a robot! And it's BIG! REALLY BIG!"_ Sun's voice bellowed over Blakes, _"The Torchwick guy's in it! But not like, it didn't eat him! He's controlling it, or something!"_

 _"Where are you guys?!"_ asked Yang

 _"HURRY!"_

The call ended after that with Paxton sighing, **"You'll want to save them, I suppose."** the psionic held out his hand and a set of keys levitated from one of the dead bodies which where quickly tossed to Adrian who caught them and headed toward the vehicle they went to.

X

Escaping the White Fang rally with the Paladin-class mech hot on their heels, Blake and Sun leapt onto a busy freeway. Jumping from car to car, ignoring honking horns as the large robot smashed its way though traffic after them.

From behind, Yang with Neptune riding on her motocycle pulled up to the rampaging machine. "We gotta slow it down!" the blonde called out to her passenger as they got in closer.

Torchwick, who was in the cockpit of the Paladin, saw them coming and started throwing cars all over the place to keep them off his back. Yang narrowly avoiding the vehicles while Neptune drew his weapon and started firing electric bolts at the robot.

Mechashifting the rifle into a trident, the blue-haired huntsman jumped high and came down with the sharp ends stabbing into the Paladin's dense metal. Hanging on for dear life as it tried to shake him off.

"Neptune, hang on!" Sun shouted, looking back and seeing his friend and partner in trouble. The monkey-faunus slammed his hands together, his aura flaring to life as two solid energy copies appeared on either side of him. The clones running at the mech and slamming into it, distracting the pilot and allowing him to charge at it as well.

But at the same time Neptune's weapon came loose, the blue haired teen being flung at his blonde partner and both of them were sent flying from the freeway and out of sight.

Blake watched them go, but didn't have time to worry for them when Weiss' voice came over her scroll; _"Blake! I'm in position!"_

Farther ahead, the heiress dropped down onto the freeway, Cars zooming past her as she held her rapier at the ready. When the Paladin drew in closer, she spun her weapon and slammed the blade into the road. A thick sheet of ice spread out and covered the asphalt, the mech quickly lost traction and slid off to the side, going through the energy barrier meant to keep vehicles from falling over and crashed onto the ground below where Ruby was waiting.

The other three girls of RWBY dropped down around her, weapons ready as the mech started to advance on them.

"Where's Adrian?" Blake questioned as they prepared to fight.

Just as the Paladin took another step, a black SUV riddled with bullet holes came flying off the freeway. The driver's side door opened and Adrian lept out, activating his semblence and drawing Shade while in the air as he took aim at the under-carriage of the car he had been driving.

A single shot rang out, the bullet hitting the gas tank of the SUV just before it hit the mech and causing an explosion that sent the large machine careening to the side and slamming into the concrete support of the freeway above.

The former FEAR operative landed with a combat roll and came up beside Ruby and the rest of his team. "Way to make an entrance." Yang commented as the Paladin got back to its feet. The now fully assembled team prepared themselves to take it down.

 **A/N: Bit of a short comeback, but plenty of action to make up for it. Anyone who can guess the movie reference I put in here will get major brownie points on my part. And I will say now, that I'll do my best to keep from letting a story go so long without an update. Writer's block sucks, even worse when it takes months to make an update. But thankfully, I'm back in the ring once again!**

 **Review and let me know you guys are still out there, I'm already hard at work putting the next chapter together so stay tuned!**


	5. Interval 04 - Heavy Metal

**A/N: Welcome back! It's still great to see that everyone is still invested in my work, now the only thing I gotta do is make sure that your patience is rewarded.**

 **I'm taking the moment to call out to anyone who has good artistic skills in helping make some good cover art for this series. The covers I got are good, but it could always be better. And if there are readers out there who can pull it off, then I open the challenge for them to make it a possibility. And I'll be sure to have your pen names posted so you get the credit for your good work.**

 **On a similar note, to SilentType 1997, if you can make a comic for this story series then you have my full support. And I hope to see what you got when it is finished. PM me if you can so we can work out any details.**

 **With that out of the way, let's get back to it!**

 **(I own nothing)**

The Paladin-class battle mech was an impressive piece of Atlasian hardware. A literal walking tank with enough firepower to wipe out a small platoon all on its own. It was tough...but not invincible.

Out of all the members of RWBY-A, Adrian knew his way around fighting mechanized suits of armor. Though that didn't mean the girls in his team weren't capable of bringing the machine down.

"Freezerburn!" Ruby called out, she, Blake and Adrian jumped back while Yang leapt into the air. Weiss stabbed the tip of her rapier into the ground and turning it to ice before joining them as the blonde brawler came down and slammed her fist on the frozen surface. The result being a fog bank that blanketed the whole area.

Inside the mech, Roman activated the Paladin's sensor array and started searching for the teenagers. Gritting his teeth in frusteration when he couldn't seem to locate them.

Sudden movement out of the corner of his eye had him turning the mech in that direction only for another to be seen the other way. Having grown tired of the cat and mouse routine, the criminal started firing the robots large cannons whenever he saw something move. The blasts sending chunks of concrete flying as he tried to pin down his targets.

A warning light came on the mech's HUD, Roman turned only to see Ruby come flying out of the fog. Slamming her scythe against where the cockpit was located and knocking it back a step.

"Checkmate!" the young leader called out, Blake and Weiss dropping down on either side of her before launching themselves at the Paladin. Slashing and stabbing at the machine's legs and forcing it back farther.

The heiress leapt up, stabbing the blade of her weapon into the closest sensor and destroying it before using a glyph to leap away. The mech's foot rose, preparing to stomp down on the faunus beneath it, but another glyph that appeared beneath her gave her the extra speed to escape in time.

On the Paladin's back, a missile array opened up and fired a volley straight at them.

"Eclipse!" shouted Ruby. Yang and Adrian landed front and center, the former FEAR operative grabbing the blonde's arm and activating his semblence. The enhanced reflexes encompassing them both as the missiles coming at them slowed down with the rest of the world.

The duo raised their respected weapons and opened fire, quickly destroying the incoming explosives before charging the mech and shooting at it. Explosive blasts from Ember Celica damaging its armor while precise shots from Shade took out the other sensors and leaving the Paladin almost blind.

"Ladybug!" Ruby and Blake sprinted ahead, getting under the mech's feet and corssing back and forth while slashing with their powerful blades. Their swift attacks damaging the joints and making it stumble before they launched themselves in the air.

Roman looked to the sky in time for both girls to come down, Crescent Rose and Gambol Shroud cleaving the Paladin's left arm off and sending it crashing to the ground.

Distracted, Yang leapt up onto the mech's back and started raining powerful blows into its armor. Rattling it and its pilot and forcing him to jump backwards, slamming the machine and the blonde through several pillars until it flattened her against one and knocked her off.

The mech's remaining cannon mechashifted into a normal arm and prepared to strike Yang down even harder, but a sudden flash of light had the limb encased in ice.

"Now!" Weiss shouted, Adrian ran up the closest pillar and jumped in the air above the Paladin, grabbing a handful of remote bombs and throwing them into the joint of the mech's arm and pressing the detonator when he was clear. The following explosion sent chunks of ice and metal in all directions as the mech found itself armless.

"Bumblebee!" Ruby exclaimed to Blake and a now standing Yang. The blonde fired both her gauntlets and shot backwards, her partner throwing her mechashifted weapon attached to its ribbon after her that she grabbed onto while the faunus pulled in a round arc.

At the end of the ribbon, Yang fired her gauntlet as she was swung in a wide circle. Firing her other arm behind her and gaining more momentum with each rotation as he attempted to strike down the mech.

Roman saw this and quickly backed up, the blonde missing him as she continued to spin around.

"We have to slow it down!" said Ruby while thinking of a plan.

"And how do we do that?" asked Weiss.

"Ice Flower!" her partner replied, spinning her scythe around and slamming the blade into the concrete below. Cocking the bolt handle on the built in sniper rifle while Weiss case a series of small ice-glyphs infront of the barrel.

When Crescent Rose was fired multiple times, a barrage of ice rounds split off from the main bullet and hit the Paladin in several areas, effectively freezing it into place and leaving it a sitting duck.

Blake brought Yang around one last time, her partner charging up both her gauntlet and her aura as she came back around like a burning meteor and struck the mech with all her strength. The impact powerful enough to send the machine flying, striking the ground hard enough to shatter the cockpit and send the pilot hurdling out and hitting the ground just as hard several feet away.

"Dammit! I just got this cleaned." Roman groaned as he looked at his now ruined suit. He brought up his cane when he saw the team closing in, but a gunshot rang out sending the weapon flying in another direction.

The master criminal glared at Adrian who had Shade now aimed at his head, daring the man to make a move.

A sudden shift behind him had the former FEAR operative looking over his shoulder, ducking and rolling to the side when something swung at his head.

When he came back up, weapon still aimed, he saw that Roman was joined by a young woman dressed in a small coat similar to his wielding a parisol with neopolitan colored hair. One of her eyes being brown, while the other was pink.

"Ladies," the crimnal said while the small girl handed him back his cane. "Ice Queen," he added about Weiss which got a an indignate 'Hey!' from the heiress, "...asshole." he finished while glaring at Adrian. "It's been a pleasure. Neo, if you would?"

The unknown girl bowed to them just as Adrian and Yang fired. The criminals shattering like glass when the rounds hit them just as a bullhead passed overhead with them on it.

RWBY-A could only watch their quarry fly off into the distance as they stood amongst the wreckage of the Paladin.

"Guess he got a new henchman." said Yang, not sounding pleased about them escaping.

"Yeah, I guess she really made our plans _fall apart_." said Weiss, making an attempt at a pun which only had everyone either rolling their eyes or shaking their head.

"No...just, no." said Yang as they started making their way back to the city while the heiress tried to defend her attempt at comedy.

Hanging to the back of the group, Ruby looked at Adrian while she folded Crescent Rose onto her back. "How did everything go on your end?" she asked quietly so the others didn't hear.

Her boyfriend looked her way and signed back, [Tell you later.] before taking her hand with his as they caught up.

X

"Cutting it a bit close there, Neo." Roman said as he puffed on his cigar from inside the bullhead's troop compartment.

The multicolored girl tilted her head, smiling but remaining silent. Her gaze turning from her boss to the far end of the bench he was seated on...she blinked, her eyes switching colors as she did so when she saw, to her surprise, a little girl there staring at Roman through a curtain of black hair.

Preparing to tell the man about their stowaway, she found herself frozen when the girl turned her attention to her. The burning ember glow of her eyes piercing Neo to her very soul. The sheer amount of darkness in those eyes rivaled that of every grimm she had ever seen in her life... _combined_.

The world seemed to bleed away, the only thing Neo could hear was the now rapid beating of her heart as she was struck with the greatest sense of fear she had ever endured. Both of her eyes going from brown/pink to white when she realized that what she was looking at wasn't a little girl, but something else.

So much anger and hatred...all of it aimed directly at her.

"NEO!"

Blinking in shock, Neo shot her attention to Roman who was looking at her with a impatient expression. "I've been talking to you for the last five minutes! What the hell's got you so freaked out?!" he turned to where she had been looking, the girl following his line of sight...

Only to see nothing there.

X

"Someone from your old team is still alive?" Ruby asked in shock the next day as she and Adrian walked side by side through one of the many courtyards around Beacon.

[Jin Sun-Kwon, she was the medic and communications specialist of our unit when we went to Fairport.] the former FEAR operative signed as they enjoyed the warm weather. [I was so sure that she had died on the way to the extraction point, saw her body myself, but as it turns out that it was another one of my mother's hallucinations.]

The cloaked girl smiled brightly, "Well, that's great right? I mean, she's alive and helping us from the sidelines. And after finding out a little of what Torchwick and the White Fang has been up to our mission wasn't a complete wash afterall."

Adrian could agree with that much, but he was still troubled. Armacham operating out of Vale was bad enough, but the White Fang getting their hands on prototype Atlasian hardware like that Paladin? Blake had been right, something was going on, something big, and with so many players gearing up on the opposing side it wasn't looking good.

[I've been thinking about what you said last week, about telling the others about my past.] he signed to his soulmate, [If things are as bad as Jin said with the ATC moving into the kingdom, then they'll need to have all the details. I'll also have to let Professor Ozpin and General Ironwood know what Jin's told me, anything to help put Armacham down will be a benefit.]

Ruby nodded in agreement, "If Vale's in trouble, then it's our job to do what we can to protect it." she reached out and took the soldier's hand, "And you know as well as I do that the others won't see you any different than before."

Adrian smiled at her before pulling her into a hug, getting lost in the smell of roses that seemed to surround her every day.

 **"I do hope I am not interrupting."** The young couple looked up and saw Paxton leaning against a nearby tree with his arms crossed.

"Why are you here, Paxton?" asked the cloaked girl, keeping her outward appearence calm and serious while inside she was unnerved. It was to be expected when being around her boyfriend's, brother's vengeful ghost, who was now more dangerous than he ever was alive.

The psionic leaned off the tree and strolled toward them, **"I couldn't help but overhear your conversation...and I agree with your little rose, brother."** he said looking at Adrian. **"Your old ally may have been their intended target of that ambush yesterday, but Armacham is fully aware of your presence here in the kingdom. And you know how far their methods will go to get what they want..."**

Adrian understood where the trailed off statement was leading and unconsciously took a step closer to Ruby. "So you're not against getting our help with Armacham?" she asked curiously.

 **"Even if it is our vengeance against the ones who tore apart our family, only a fool would not accept help when it is so willingly offered."** replied Paxton. **"Afterall, we all have something to gain with putting an end to their existence."**

His brother gave him a piercing look, wondering what kind of game Paxton was playing given that he didn't do a whole lot unless if benefited him.

The psionic looked back at Adrian and rolled his eyes when he picked up his surface thoughts, **"It is not a 'game' I am playing, brother. The only stake I have in anything is ensuring the safety of our family by any means. Even if that involves allying with your 'friends'."** he said, the word friends coming out strangely before looking toward Ruby, **"And as much as I am loathed to admit it, if you are indeed the other half of my brother's soul, and is accepted by mother, then that makes you family as well."**

Ruby blinked in surprise to hear such a thing from the usually sociopathic and deadly phantom. "Uhh...thanks. I think."

Paxton nodded stiffly before turning his attention back to Adrian, **"Informing your little group about what is happening is better done sooner than later. Though you best be prepared incase everyone isn't as understanding as others."** with the last of his words being spoken, the psionic faded in a burst of ashes.

A few moments ticked by before the cloaked girl turned to her other half, "What do you think?"

[He's not wrong, but I don't trust him.] Adrian signed back, glaring at where his little brother had been. [Even though there's an understanding between us, after everything he's done I don't doubt for a moment that he's got something up his sleeve.]

The couple started walking again back toward the school, "Well, no matter what happenes we'll be ready for it!" Ruby exclaimed with her usual bright optimisim. The former FEAR agent smiled and wrapped an arm around her thin waist. It was hard to worry about what might come when in the presence of all the positive energy around the young rose.

And he was very glad for that.

X

In their dorm room on the other side of Beacon, Emerald and Mercury were sitting around passing the time while they waited for Cinder to return. The green-haired thief casually reading a book while the grey-haired assassin was making adjustments to one of his prosthetic legs that he had on the table.

"Man, this sucks." Mercury moaned as he twisted another screw tighter near his metal leg's ankle. "How much longer are we gonna be here? This place is boring."

"We're here however long Cinder wants us to be." Emerald said tightly, already having enough of her partner's complaining. "If being here in the dorm bother's you so damn much, go bother somebody else."

The assassin rolled his eyes as he finished the final adjustments on his legs. "Fine, could use a bite to eat anyway." he muttered while getting up and heading out the door.

Seeing her partner gone, the green-haired thief sighed in relief for the silence as she went back to her reading.

Seconds ticked by as she turned page after page. Emerald shivered a bit when a cold chill went through the room, the light on her bedside table flickered a bit making her send a glare at it.

"Some combat school, can't even keep the electricity or the heat going." she muttered while flicking the lamp and having the bulb go solid. Returning to her book, the light started to flicker again which had the thief growling in frusteration.

Snapping the book closed, Emerald reached to adjust the light-

The bulb suddenly exploding in a shower of sparks causing her to yelp and jump away to avoid getting burned. "Fuck! What the hell." she said in the now nearly dark room, the setting sun outside casting long shadows and making it hard for her to see the other half of the dorm.

Shaking her head, Emerald reached out and picked up her scroll. Deciding to head out since she wouldn't be getting anymore reading done for the time being when she heard it.

At first she thought it was nothing, but when she heard it a second time she paused. It was soft, like footsteps running on the carpet, and it was coming from the dark side of the room. Straining her ears, the thief tried to listen for the sound, but was greeted with silence.

Shaking off the unease that had begun to settle, Emerald made her way toward the door-

A child-like giggle had her freezing in her tracks. _That_ she heard clear as day.

"Hello?" she asked to the supposedly empty room, but nothing answered back. The unease she had started coming back in force, the sound of her heart pounding in her ears as the feeling of being watched from somewhere in the shadows creeped up her spine.

"Mercury? I swear to god if this is some kind of joke I'm going to kill you." Emerald hissed, doing her best to push down her growing anxiety.

The shadows moved, something within shifting subtly before coming forward. The thief tensed, prepared for whatever it could be...blinking owlishly when a little girl came out into the open. A curtain of black hair covering most of her face while her long red dress reached past her knees.

"What in the..." Emerald said, surprised at seeing just some random kid appearing out of nowhere. "You lost kid? Cause I'm pretty sure you're not supposed to be here."

The girl didn't speak, instead she took a couple slow steps toward the theif who remained rooted to her spot. Her red eyes catching something just behind the child and gasped when she saw that she was leaving a trail of dark-red footprints behind her.

"Uh, hey. Are you okay? Do you need-" Emerald reached out to the girl, but was cut off when something slammed into her and threw her across the room and against the wall beside her bed.

Groaning, the thief looked up and felt her heart nearly stop in her chest when the hair covering the girl's face parted just enough to reveal a pair of glowing ember eyes. Similar to Cinder's, but far darker and held a great deal more hate.

Letting her fear take hold, Emerald scrambled to her feet and ran for the door only to be stopped by the same invisible force that had struck her. The thief found herself being lifted off the ground, completely frozen before being brought back over to the girl. The malice and anger in the 'child's' eyes now directly solely at her and filling her with a sense of helpless terror that she hadn't felt since she had been living on the streets as a little girl.

The world around her began to darken, she found it harder to breathe as the darkness closed in on her from all sides, compressing down on her very being with the intent to snuff out her life.

"EMERALD!"

Emerald jumped, right out of her bed and onto the floor where she shot back up with her eyes darting all around the dorm.

Mercury stood at the foot of her bed, hands raised in the air as he stared at her wide eyed. "Shit, sorry." he said, not expecting her reaction after having come back from his walk and found her asleep and thrashing on her bed. "Boss lady wants us to meet at the new hideout to go over some stuff."

His partner took several deep breaths as she calmed her frantic heart. Had it all been a dream? A nightmare? It had felt so real...

Shaking her head, Emerald stood up and dusted herself off. "Alright, let's go then." she said, playing off what had just happened like it was nothing before making her way past the assassin and out of the room.

Watching her leave, Mercury looked around the dorm a moment before shrugging and following after her.

The assassin unaware of the glowing eyes that were watching him intendly from a dark corner of the room...

X

Later that evening, Adrian stood in Ozpin's office with Professor Goodwitch and General Ironwood. Having explained what he had experienced duing his outing in Vale, while at the same time keeping what the others in his team had been doing a secret so that they didn't face punishment for doing the good they had.

The General had been surprised to find out that another member of FEAR had survived the mission in Fairport and was now acting as an informant out in the kingdom. But he was also livid when he discovered that Armacham was planning something from behind the scenes.

"Is there any connection to them and what the White Fang had been doing?" he asked.

[Unknown, sir.] Adrian signed, [But they went out of their way to either capture or kill Jin. She's keeping her current location a secret while keeping tabs on their movements.] he reached into his pocket and pulled out a datadrive and held it out for Ironwood to take. [This is a copy of all the information she's given me. If it helps the security of Vale, I figured it would be best to get it into the proper hands.]

Taking the drive, the General nodded. "Thank you, son. This will help greatly. Especially with the Vytal Festival drawing closer."

"We will also be sure to keep security around Beacon on alert incase any of Armacham's agents attempt to infiltrate." said Ozpin, equally serious about the situation at hand. Adjusting his glasses a bit, he observed the young soldier before him and spoke again, "With this recent development out in the open, I believe Mr. Wade has something else on my mind."

Adrian nodded, knowing full well that the man was more perceptive than any sniper he had met in his life. [There is. With the threat of the ATC possibly making their move, and after talking with Ruby, I think it's best to let my team know of what has happened.]

"You want to tell them about your mission in Fairport?" asked Glynda, a bit unsure with the young man's decision.

[I do. I've already told Ruby about what happened back then, including my origins. And that night at the docks we encountered one of Armacham's Phase Commanders. If they could become a target then they need to know how all this started and what they could be facing if the ATC make their move.] the former FEAR agent signed in explination, [That...and if the worst should come to pass, then I'll do whatever I can to keep my past from harming them.]

The three teachers looked to one another in silent deliberation before bringing their attention back to Adrian. "If you believe it is the best course of action, then we will support your decision, Mr. Wade." said Ozpin.

Adrian nodded just as the door to the elevator behind him opened to reveal the rest of his team as the entered the spacious office. "Are we early?" Ruby asked, looking to the professors and her boyfriend briefly.

"Right on time, actually." Ozpin said as he took his cane and stood up.

"Weiss, it is good to see you again." James said with a short bow to the heiress.

"General Ironwood, what's this all about?" asked Weiss, still after Ruby had told them they needed to meet at the headmaster's office and wouldn't tell them why.

Blake and Yang shared the same feelings, wondering if Ozpin was calling them in about the night before and worried that they were facing trouble for what had happened.

[I was the one that wanted you all to be here.] Adrian signed, garnering all of their attention. [Due to everything that has happened in the last few months, I think it's time that I come clean about certain things that I've kept from you.]

"What exactly have you kept from us?" Blake asked suspiciously, still very much on edge after their night on the town last night.

Looking to Ruby who was giving him as much encouragement as she could while he took a deep breath and told his story for the third time...

 **A/N: Looks like the rest of RWBY are about to get a crash course in what their male team mate is and how he came to be. But what else will come up during this conversation? And with Alma going after her son and his friends' enemies, what will happen when everything reaches a boiling point?**

 **Still banging out the updates, so review when you can and I'll be sure to post again soon!**


	6. Interval 05 - Meeting the Family

**A/N: Another day, another update. Thankfully whatever was going on with the site that was keeping me from uploading documents has passed and now I can get back to what I do best.**

 **The next couple of chapters are lacking in the action department, but I think it's high time for the rest of team RWBY was brought in on what has been going on around them. And they're about to get one hell of an eye opener.**

 **(I own nothing)**

A large array of emotions passed through Weiss, Blake and Yang while they stood in Ozpin's office listening as their male team mate told them about his past.

The broken memories of his childhood from Project Origin to his time in the Atlas military that led to his reassignment to FEAR. The incident in Fairport where he and his team persued Paxton while combating a full batallion of clone super soldiers while at the same time learning about Armacham's seedy background along with the truth of his own past. Every event leading up to Alma's release, and the detonation of the Origin facility that nearly wiped Fairport from the face of Remnant.

But more than that, Adrian spoke about the revelations that he had uncovered. Discovering that Alma Wade was his mother, and that Paxton Fettel turned out to be his little brother, being forced to keep it all together while trying to escape the paranormal infested city before his capture by Armacham.

The whole story took the better part of two hours , ending with the former FEAR operative revealing that he had gone out into Vale and met up with Jin before having to help her escape from and ATC attack squad sent to take her in.

When he was finished, a long stretch of silence filled the office while his team, save for Ruby, took in everything as best they could.

"I...I was told that the incident in Fairport was an industrial accident at a dust refinery." said Weiss, swallowing thickly at what they had just heard.

"The mission was cover operations." explained General Ironwood, "Most of the information was lost when the city fell, and we were sure that there had been no survivors from the FEAR team or the Atlasian squads that were sent in. Until recently when it was brought to light that Mr. Wade was still alive."

Yang held her hands up, "So, wait a minute. You're telling me that you're a super soldier made in some kind of messed up secret lab, your mother was super powerful and was kept locked away most of her life, and the only other family you had was a younger brother who ate people and could control an army of clones that you shot in the head."

[That about covers it.] Adrian signed with a shrug.

"And I thought our family had a couple issues." the blonde brawler said to Ruby who sent her a small glare before looking back to her sister's boyfriend, "Got any other skeletons in your closet you're willing to air out?"

 **"Not skeletons, per say."**

Everyone was on their feet and on the defensive as they all looked at the farthest corner of the room as someone stepped out of the shadows. Paxton's astral form standing in clear view, arms behind his back as a blade-like smile spread across his face.

"Paxton Fettel!" James shouted, drawing his revolver and aiming at the apparition who didn't look the least bit threatened.

 **"In the flesh, or about as close to it as one could get after certain events."** said the youngest child of Alma as he looked at the General's weapon, **"I'm afraid that won't do you any good, General. Hard to kill what is already dead."**

Gritting his teeth, the Atlas headmaster lowered his weapon hestiantly while Ozpin came out from behind his desk. "How is it that you are here?"

Paxton strolled around the office while he answered, **"Much like mother, my power transends physical boundaries. Although that doesn't mean that reaching this ascension wasn't** _ **painful**_ **."** he sent a glare at his older brother while gently tapping the very visible bullet hole in the center of his forehead.

"W-What are you?" asked Blake, her voice trembling as all of her instincts, faunus and otherwise, were screaming at her to keep a good distance from the being that had just revealed himself.

The psionic grinned before disappearing in a burst of ashes and reappearing infront of the black-themed huntress making her stumble back in alarm, **"Something beyond your understanding."**

Blake felt her heart constrict, but it was in that moment that she realized something. "It...It was you!" she exclaimed.

"What are you talking about, Blake?" asked Yang, not taking her eyes off Paxton.

"Ever since initiation I've had this feeling that something was among us, but I couldn't really tell what it was...now I know." the faunus glared at the phantom, "It was you this whole time!"

 **"Very perceptive."** said Paxton, **"Then again, it is always said that felines could sense things that normal people could not."** he turned and found himself eye-to-eye with Adrian. The two of them leering at each other in silence before the younger of the two rolled his eyes, **"Fine, I will play nice, brother. But what were you expecting when you and your little rose agreed on this little get together."**

Yang, Blake and Weiss snapped around and looked at Ruby who was more than a little nervous. "You knew, Ruby?!" Weiss demanded, "You knew that this... _guy_ was floating around us?!"

Before the cloaked girl could defend herself Paxton spoke up, **"She was only aware of my presence before the incident at the docks weeks ago."** he looked at Blake pointedly, **"I believe my brother and I never got a thank you for saving your lives when you thought it needed to get in over your head against the White Fang and Roman Torchwick."**

The faunus looked a little guilty as well as unnerved while remembering that night while the apparition continued, **"The only one who truely knew of my existence was Adrian, and I said that I would not bring harm to those he considers friends and allies. However, there were loopholes to our agreement involving those who wish ill will toward my brother. I believe Cardin Winchester learned this the hard way."**

Glynda blinked in shock, "That was you?!" she asked, referring to the bully's current vegitative state.

 **"He was a problem for this academy."** Paxton said with a casual wave of his hand, **"A problem that I solved for you. He would have continued on his path of causing trouble to others and not learn anything. Pain and fear are good educational tools for those like him."**

The admittion left the professors and the students in stunned silence. The fact that Paxton admitted to breaking someone's mind as though he were talking about a relaxing stroll had left them all with a sense of dread.

Adrian pinched the bridge of his nose, hoping beyond hope that things didn't get any harder than they already had.

"This explains why the second black knight chess piece went missing during initiation." said Ozpin, his demeanor still very calm despite what was going on. "In a way, I suppose that means the two of you have been partners since the beginning of the year."

 **"What better backup in combat than family?"** Paxton replied with a shrug. **"Despite what has happened in the past, we are still bound by blood."**

"That sounds a little nice...and _super_ crazy." said Yang.

Paxton looked her way briefly before going to Weiss, then Blake, then lastly Ozpin himself before humming. **"Interesting. It seems that Ruby wasn't the only one to get a visit from our mother."**

The girls all looked to one another in alarm before looking back at the two brothers, "What...What do you mean by that?" asked Blake.

 **"I can sense mother's aura around each of you, it's faint, but there is enough to tell me that she has encountered you at some point."** replied the apparition. **"Of course, you more than likely saw her in one of her different forms. Her more common one was when she was a little girl."**

The three huntresses in training all went pale, "L-Little girl?" Weiss stuttered. "Black hair...red dress...?"

Yang and Blake nodded, the 'dreams' that they had a long time ago coming to the forefront of their thoughts. Realizing now that they weren't dreaming, and instead had been visited by the powerful mother of their male team mate that had been all but tortured her whole life who liquidated people by thought alone.

"She didn't hurt you guys, did she?" asked Ruby, worried about how her sister and friends faired after meeting Alma.

"She...certainly left an impression." said Yang, wiping sweat from her forehead. "What about you Rubes? What happened?"

The cloaked girl bit her lip, "She went into my mind and saw everything there was about me, at the same time I saw everything that she had been through. I was scared that she was going to kill me, but she told me that hurting me would hurt Adrian, and she never wanted her children to hurt after not ever being there for them after everything Harlan put them though." she said with a dark tone at the end when she mentioned Harlan's name.

 **"If mother spared you, then you must have proven that you are no threat to her eldest son."** said Paxton. **"You should feel honored. Many have fallen to mother's wrath."**

"This is all informative," said James as he tried his best to accept everything that had just been unveiled. "However we are all missing a very important fact. That being a supposed deceased psychic commander, who is by all rights a war criminal, has been running freely through Beacon!"

"We are well aware of this fact, James." said Ozpin seriously, sending a piercing look at Paxton who merely looked back without a care in the world. "Though it would seem that we are far out of our element in how to deal with the situation."

Adrian clapped his hands once to get everyone's attention before he started signing, [Despite how right you are, General. Save for the incident with Cardin, Paxton has kept his word and not harmed any of the students here at the academy. And believe me, if I had a choice he'd be anywhere but here.]

 **"I certainly can feel the love, brother."** Paxton said with a sneer at Adrian's blunt dismissal before turning to the General. **"It must burn you that you are helpless to do anything. But what bothers you more, General? The fact that someone like me continues to exist? Or is it that such horrible events happened right in Atlas' backyard by people you thought you knew?"**

James grit his teeth, wanting nothing more than to knock the smug look off Paxton's face if he had the ability. "Alright, that's enough!" Ruby exclaimed, marching right up and getting into the apparition's face, "I can understand your angry for the way Armacham treated your family, I can even understand why you went so far to get back at them. But that's no excuse for how you're acting!"

"You may technically be dead, but that doesn't give you the right to go around and treating people like they're inferior to you! If what you said is right, that you are Adrian's partner, then by proxy that means you are part of this team as well, and as leader of this team I'm ordering you to stop being such an asshole!"

If the others had been stunned before, they were completely slackjawed now. Even Adrian couldn't believe, not only in the fact that Ruby rarely cussed, but the level of courage she was displaying, to stand in the face of his socipathic, psychic commander of a brother and demand him to fall in line even though he had the power to crush her with his mind.

Preparing to step forward and shield her from Paxton's wrath, the former FEAR operative saw the frown on his little brother's face twist up into a smirk. **"I can see now why my brother cares for you so much, and how you earned mother's favor."** the silver-eyed girl didn't back down and glared right back at him. The psionic's smirk widened, **"Very well."**

Everyone blinked. "Uh, what?" Weiss asked dumbfounded.

 **"She has proven herself time and again how capable of a leader she is. At first I thought it mere foolishness. But to stand up to me while knowing I slaughtered people for far less, along what else I'm capable of shows how truly brave she is."** Paxton turned, hands going behind his back as he walked back to the corner he had come out from, **"Adrian knows where to find me, should I be needed."**

He looked back at the group sharply, **"But do not consider my willingness to humor your demands as a sign of compliance. For me, family will always come first."** with that he vanished in a burst of ashes without a trace.

"Well, that was..." Yang paused, trying to think of something. "You know what? I got nothing."

Adrian walked up and put an arm protectively around Ruby while she let out a breath. "You certainly have an _unusual_ family, Mr. Wade." said Ozpin as he walked over to his desk and picked up his coffee mug. "I only hope that your brother won't cause further trouble."

[Save for what happened to Cardin and fighting with me at the docks, he hasn't shown any other signs of violence against anyone.] Adrian signed, [It's hard to say what his agenda is, I wasn't born with psionic powers or a natural connection to our mother.]

"If Paxton was marked as the 'perfect psychic commander', where did that leave you since you didn't have the same abilities?" asked Weiss, wanting to move the conversation away from the chilling entity that had made himself known moments ago.

The soldier stared at the ground a moment, Ruby sending him a concerned look before he answered the heiress. [Being the first prototype, Harlan had high hopes for me. But when I didn't show signs of being like Alma, I was immediately marked as a _failure_. Paxton became the favorite and was run through multiple surgeries and tests to improve his powers. But for me...I was put through my own regiment to enhance my reflexes and make me into a better soldier, a better killer.]

"Why didn't you tell us all about this sooner?" asked Blake.

Adrian shot her a look, [Why didn't you tell us about your past affiliations?] he asked in return which had the faunus' cheeks coloring, knowing that he had a rather good point. [When I came to Vale, I was trying to escape Armacham, escape my past, but it was all in vein in the end. Now my past has caught up, and there's a very real chance that you all will be caught in the middle.] he continued.

"Then we fight those Armacham bastards!" Exclaimed Yang. "I mean, we took on the White Fang and Torchwick, I think we can deal with a bunch of corporate rent-a-cops."

"Those so called 'rent-a-cops' are highly trained soldiers with equipment and weaponry to rival the Atlasian military." said General Ironwood, not sounding too pleased with having to admit that. "The man you encountered at the docks that took Roman Torchwich was one of their commanders who was wearing prototype power armor capable of phase-teleportation."

"Then what do we do?" asked Weiss, she herself feeling troubled given her own families ties with the Armacham corporation and worried if the Schnee name would be dragged down with them.

Ozpin sighed, "For now it is best that we all remain vigilant. These people are far more dangerous than the White Fang if Mr. Wade's first hand accounts are anything to compare to. I recommend that you do your best to stay together when going out into Vale, and if you encounter any kind of trouble you are report it to any of us, understood?"

The team nodded in understanding. "What about?" Blake paused when she glanced at Adrian a moment.

"Should Mr. Wade's... _family_ present themselves, do your best to remain calm." replied the headmaster, "Despite his overly abrasive behavior, and Adrian's understanding, Paxton should not cause you any problems."

"And Alma?" asked Yang, again remembering the horrible visions the powerful psionic had put her through.

All eyes went to Adrian, [If she didn't hurt any of you before, than you shouldn't have nothing to worry about.]

Even with his signed answer, the rest of his team only felt mildly comforted after everything they had been told about the woman.

"It has been a long day, perhaps you all should head back to your dorm and relax." said Ozpin, "Mr. Wade, thank you for your honesty with everything. We'll contact you if something should occur."

Team RWBY-A bid the professors a good night before entering the elevator and riding it down to the bottom of the tower. When the students were gone, the three teachers lapsed into a tense silence.

"I don't like this." said James stiffly.

"None of us do, James." replied Glynda, rubbing her eyes beneath her glasses. "But as Ozpin said before, there is little to nothing we can do against, well, spirits."

"We will simply have to keep our eyes open and be more careful." said Ozpin as he stood up with his cane. "If there is one thing I have learned since all of this came about, Alma certainly has a way with wanting to protect her children."

The other two looked at the man in shock, "Ozpin...she visited you too?" asked the General in shock.

"Indeed. It was a rather eye opening experience." the other headmaster said as he looked out over the campus of the academy. "And she left me with a very clear warning."

"And that was?" asked Glynda, now worried.

The lamp on the desk flickered briefly, making the huntress jump and the General to tense. "That she would be watching." Ozpin said calmly, wondering how things would turn out for all parties involved.

And he couldn't help but hope that things didn't get worse...

 **A/N: Ozpin, you have no idea. Now that Paxton has made himself known, and the team are aware of Adrian's past and what his mother is capable of, one can only imagine how much more things will change in the near future. But it'll certainly make things more surprising in the end.**

 **Another update is on the horizon, until then folks!**


	7. Interval 06 - Extracurricular

**A/N: And my return continues to bear fruit! It's been too long since this story has been updated and I owe it to my partner macjack to get back on this particular horse. And with Volume 6 of RWBY drawing closer, it's not a moment too soon.**

 **(I don't own RWBY or FEAR)**

Not long after getting back to their dorm when they returned from the headmaster's office, RWBY-A got together and continued to talk about the subjects that came up. Most of which revolved around Adrian's supernatural, and dangerous, family.

Blake, Weiss and Yang revealed the visions they had received under Alma's influence and realized that they each only got a small fragment of the woman's past through their connection with her.

Ruby went into more detail about what she had experienced herself. Along with the words Alma had shared with her before she was brought back into the real world. All the while Adrian listened and wondered if something had changed with his mother since the Fairport incident.

From everything he remembered, Alma pretty much killed everything in her path. If she spared Ruby and the others, then maybe there was some truth to what Paxton had been saying.

In the days that followed, the team continued on with life as usual. Although Weiss constantly got on Adrian's case about checking and re-checking their room to be sure that his brother wasn't prowling in the shadows.

The former FEAR operative told her flat out that his wraith of a brother was the last person in any existence to be peeping on a room full of girls.

Blake had been a concern to all of them as of late as well. The faunus had been staying up later and later each night, constantly going off on her own to do research. Trying to find anything she could on the White Fang movements and if they somehow had a connection to Armacham's new occupation in Vale. The others had started to grow concerned for her health given how tired and lack-luster she had started becoming.

Currently, RWBY-A along with everyone else in their year were gathered in the arena. All of them watching as Pyrrha systematically dismantled another first year team all on her own. A flawless combination of her indomitable skill and her semblance over polarity making her damn near untouchable.

 **"It would seem her many titles have merit to them."** Paxton commented as he appeared in an empty seat beside his brother. Being sure to only be seen by Adrian and no one else, although Blake glanced their way with tired eyes when she picked up his sudden appearance.

Adrian nodded silently as Paxton's assessment as the four on one battle took less than three minutes before the red-haired spartan stood victorious over her opponents.

"Well done, Miss. Nikos. You should have no trouble qualifying for the tournament." said Professor Goodwitch once the match was complete.

Pyrrha nodded, "Thank you, Professor."

"Now I know that's a tough act to follow, but we have enough time for one more sparring match. Any volunteers?" asked the huntress. A loud clapping answered her call and everyone looked up to see Adrian holding up his hand. "Alright, Mr. Wade. We haven't seen you spar for some time now. Anyone wish to be Mr. Wade's opponent?"

"I'll do it." All eyes trailed to the spot a couple rows behind RWBY-A where a male around Adrian's age held up his hand lazily. Feet resting up on the back of the empty seat infront of him."

"Mercury, is it?" the Professor asked the grey-haired student. "Very well, both of you present yourselves in the arena and prepare yourselves."

Adrian stood to collect his weapons when Paxton reached out and stopped him, **"Be cautious, brother. I can almost smell the deceit around this one."** The older brother nodded before heading to the locker room and arming up, heading down to the arena where Mercury was already waiting.

His opponent didn't seem to have a weapon on him, but the metallic sound coming from his boots every step he made gave him a clue as to what he used.

Drawing Shade and pulling the bolt-handle, Adrian waited for the match to start. Mercury sent a smirk his way as the buzzer sounded. The grey-haired teen sprinted forward, leaping into the air with a flip and bringing his right heel downward.

Adrian jumped back to avoid the kick, firing several rounds from Shade and forcing his opponent to jump and dodge around them. Mercury recovered and launched back at the former FEAR operative and delivered a series of kicks from different directions.

Blocking several of the strikes with his forearm and the stock of his weapon, Adrian switched Shade to its sword form and responded with an array of swings in return.

The students in attendance looked on unblinking as the two combatants fought, metal ringing throughout the arena when Adrian's blade met Mercery's boots. "Whoa, you're friend down there's doing pretty good." Yang said to Emerald who smirked back at her only to scowl when the blonde looked away.

A surprise roundhouse kick from Mercury sent Shade flying, Adrian narrowed his eyes and activated his reflexes. Dodging the next kick aimed for his chest and drawing one of his Straders in one hand and combat knife in the other.

Mercury had a moment to register his opponents supernatural speed before he had to jump away when the former FEAR operative opened fire. But Adrian didn't give him the chance to get too far away, remaining close so that Mercury couldn't bring his legs up enough to deliver any solid kicks.

The two males locked together, Mercury's forearm blocking Adrian's with the knife blade close to his face while his hand kept the dark haired teen's pistol aimed at the floor.

"Heh, you're good." the grey-haired teen commented.

Adrian grinned back before twisting to the side, sending a low kick to his opponent's stomach that was quickly blocked. His Strader snapped sideways and upward, the clip launching out of the handle and hitting Mercury in the face. The action stunning him enough for Adrian to jump and deliver a solid spin kick to the other male's chest and send him stumbling back.

Reloading his sidearm, Adrian held up his knife in a reverse-grip and charged Mercury. Several strategies coming to mind on how to end the match quickly and-

"I forfeit." Mercury said loud and clear, the ex-FEAR agent stopped his charge immediately, raising an eyebrow at the sudden surrender while everyone else look confused as well.

Professor Goodwitch approached them, "If you're sure. Then Adrian Wade is the victor of the match. Next time you should consider your opponents more carefully." she reprimanded the Haven student.

Mercury gave a casual wave as he walked off. Adrian watching him with suspicion as the bell rang.

"That is all for today." Goodwitch announced, "Remember, the dance is this weekend, but you all have your first mission on Monday. I will not accept any excuses."

Everyone filed out of the arena and headed in their own directions. Emerald stood off to the side and waited until Mercury came out and grinned at her. "Learning is SO MUCH fun." he said sarcastically."

"Looks like those ATC guys were right to be worried," the green haired girl commented as she watched team RWBY-A walk around the corner, "That guy isn't a push over. Even I saw you struggle a bit."

Mercury scoffed, "Please. The guy's a genetic freak. Push comes to shove, he won't stand a chance."

The duo walked off to report to Cinder, neither of them aware as Paxton stepped out of the shadows and glared in their direction.

 **X**

"You what?!" Blake shouted at her team later in the day. After combat class, Sun had approached the feline faunus with the intention of asking her to the up and coming dance. Only to be rejected in the end.

Yang, Weiss and Ruby were worried about her burning herself out from her constant investigations. So they decided to try and convince Blake to go to the dance and relax a bit before she collapses from exhaustion.

Adrian stood off to the side, arms crossed and leaning on a nearby desk while the girls had their chat. He had also been a little concerned for his monochrome themed team mate, but she was stubborn in her pursuit of the White Fang and their operations.

And with their first official mission not too far away, they all needed to be ready and at their best.

"We want you to go to the dance." Ruby clarified.

"That's ridiculous." Blake snapped back.

Yang sighed, "Blake, we're worried about you. This investigation is starting to mess with your head."

"You don't sleep, you hardly eat, and to be honest, your grades have been suffering." Weiss ticked off each point with her fingers.

"You think I care about grades? People's lives are at stake!" the faunus snapped.

"We know, and we're trying to figure out what Torchwick is up to." said Yang.

Ruby nodded, "Because of you and Sun, we know they're operating somewhere out of Southeast Vale. And thanks to Adrian's old friend, we know that Armacham might be helping out in some way."

"And the Schnee company records singled out Vale as the primary target for dust robberies over the last few months." added Weiss.

"But they're are still unanswered questions." Blake pressed, she looked over to her male team mate, "Adrian, you're in this too. Why aren't you more pressed about it? If the people that destroyed your family is out there..."

[When the time is right, I'll fight.] he signed, [I won't work myself into the ground and dull my senses and reflexes with dead ends. You're letting all of this get the better of you.]

"He's right." said Ruby, "You won't be able to find anything if you can't even keep your eyes open."

"All we're asking is that you take it easy for one day." added Yang.

"It'll be fun. Yang and I will make sure of it." Weiss threw in with enthusiasm.

"Yeah! We're planning the whole event!" the blonde brawler exclaimed.

Blake blinked, "Excuse me?"

"Team CFVY's away mission lasted longer than expected." explained the heiress.

"So Weiss and I were asked to pick up where they left off." said Yang, "And now we can make sure you have the perfect night."

"And once it's all over, we'll return to our search. Rested and ready." finished Weiss.

Ruby smiled, "So, what do you think."

Blake was silent before standing up, "I think this is a colossal waste of time. I'll be in the library." she stepped out the door and closed it behind her without another word.

"Great." Yang muttered with a sigh.

"She can't keep going on like this." said Weiss in exasperation. A knock at the door had their heads turning, Adrian leaned off the desk and opened the door to see who it was. Blinking owlishly at what he saw before looking toward the girls and motioned for the heiress that it was for her.

When she went to the door, she and the team was greeted to the sound of Jaune's attempt at serenade her with a guitar and singing so she would go to the dance with him. The performance being met with a door slammed in his face.

"...what?" Weiss asked from the looks she was being given from the other three.

"And that's why they call you 'Ice Queen'." said Yang with a knowing look.

The heiress sighed and pinched the bridge of her nose. "All my life boys have only cared about the perks of my last name. Besides, I already have a date in mind."

"Oh? Anyone we know?" asked Ruby, Adrian also looked curious.

Weiss blushed, but didn't say anything before their leader spoke again, "Either way, none of this matters if we can't get Blake to even go." she said dejectedly.

 **X**

Despite the setback of Blake's refusal to join in, the rest of the team got together and prepared the ballroom for the coming dance.

Adrian even offering extra muscle to put things in place while Yang and Weiss debated back and forth about fog machines and doilies.

Shaking his head at the duo, the former FEAR operative too a seat beside Ruby at the table she was sulking at. [Still worried about Blake?] he signed.

"I just don't know what we can do. It won't be the same if she doesn't come too." the leader admitted. She looked up at her boyfriend and smiled, "Not that I don't wanna go, trust me."

Adrian smiled back at her just as the doors to the ballroom opened and Sun and Neptune came in. "Hey! You ladies ready for dress up?" asked the monkey faunus.

"You know it." said Yang slyly. "I'll be turning heads tomorrow night."

"So what are you two wearing?" asked Weiss to the two members of team SSSN.

Sun motioned to his current outfit, "Uh, this."

"Ignore him, for he knows not what he says." Neptune stated with an eyeroll.

"Hey! I may have moved to Mistral, but I grew up in Vacuo. It's not exactly a shirt-and-tie kinda place." stated the faunus.

"We noticed." said Yang sarcastically.

"So, uh..." Sun began, scratching the back of his head. "What does Blake think of all this? She still being all, ya know...Blake-y?"

"Obviously." Weiss sighed.

"I still can't think of a way to change her mind." said Ruby.

"Guys." Yang said getting them to focus on her, "Trust me. Blake will be at the dance tomorrow." with that she left the ballroom, her own plans formulating.

Adrian watched her leave before looking to Weiss and tapping her shoulder. When the heiress looked his way he made a couple handsigns to which she nodded in response. "I have to gather a few more things, Adrian, think you can lend me a hand?"

The ex-FEAR operative nodded, giving Ruby a kiss on the forehead before heading out with Weiss. When they were far enough from the ballroom, the two team mates slipped into an empty classroom.

"Alright, I believe we left off at the waltz." Weiss said as she set up her scroll on the desk that started playing classical music. Adrian rolled his shoulders before taking the proper position while the heiress led him through the steps.

He was glad that Paxton wasn't around, he was sure that he wouldn't hear the end of it.

 **X**

The following night, the dance had finally come. All of the students and faculty gathered at the ballroom where everything was ready for the festivities.

In RWBY-A's dorm, Ruby had finished getting ready. Wearing a red and black dress that hugged her form comfortably while at the same time keeping to her usual sense of style. Slipping on the heeled shoes Weiss helped her pick out to match the dress, she stood up on shaking legs, using a desk for support.

"How the hell does Weiss fight in these things?" she muttered as a knock came from the door. Shuffling over to open it, her silver eyes widened and a blush covered her cheeks when she saw her date for the evening.

Adrian stood at the threshold with a white long-sleeved dress shirt under a crimson colored vest with matching tie. A pair of black slacks and dress shoes bringing the whole outfit together. He also had his almost chin-length black hair tied back away from his face allowing the light dusting of dark-facial hair he was growing along his jaw standout.

[You look beautiful.] he signed to her, snapping her out of her stupor.

"Th-Thanks, so do you...I mean you look handsome! That's what I meant!" Ruby exclaimed embarrassed at her slip up.

Adrian just smiled, holding out his arm for her to take that she accepted happily before they made their way toward the ballroom. The young leader was so far on cloud nine that she didn't care for the occasional stumble from her 'lady-stilts'.

When the couple walked through the doors where everyone was already in the process of having a good time, they were greeted by Yang who had taken the part of hostess who beamed at their entrance.

"Ohhhhh! You two look so cute!" the buxom blonde exclaimed, coming out from behind the podium to show her wearing a strap-less yellow dress that accented her figure and taking out her scroll and held it up. "I gotta get a pic of this."

Ruby rolled her eyes before resting her head on Adrian's shoulder and smiled as her sister took a picture. "So, where's your date Yang?" she asked.

"They aren't here yet, but trust me, you can't miss 'em." Yang replied with a knowing smirk while returning to her post.

Adrian led them out onto the dance floor, several of the other couples making room for them as they took a position. The former FEAR operative putting a hand on Ruby's hip and taking her hand in the other while her hand came up to his shoulder.

"Adrian, I've, uh, never danced before." she admitted with a blush before stumbling once again. "And these stupid lady-stilts aren't good to move in either."

Her answer was a calming smile, their relationship having reached a point where she could read most of her boyfriend's thoughts and intentions through facial expressions alone. Ruby 'eep'ed' when she was picked up out of her shoes, her bare-feet sitting ontop Adrian's shoes with their bodies now pressed together.

From there Adrian moved his hand on her hip to around her small waist as he danced them both around their space in a modified version of the waltz.

It was unconventional, but Ruby wasn't complaining in the slightest as she laid her head on Adrian's chest smiling as he led them. To her, everything felt perfect.

On the other side of the dance floor, Yang looked on as her sister and the soldier wrapped themselves up in their own little bubble. "I see our lessons paid off after all." The blonde looked over her shoulder to see Weiss come up beside her in a snow-white dress that matched just about everything about her.

"I take it you gave soldier-boy out there some pointers?" asked the blonde.

"He came to me asking for help. He hardly ever does that." replied the heiress. "He was a very quick study, and Ruby's happiness for all of this is worth it."

Yang smiled, her hand reaching down and taking Weiss'. "We can't let them have all the fun, Snow Angel."

Weiss blushed and sent the other girl a glare, "Stupid, loveable oaf." she muttered as they entered the dance floor as well.

 **A/N: A small update, but one that was needed. And the team should embrace the moment while it lasts, because it won't be peaceful for much longer.**

 **Drop your reviews in the box and I'll have the next update up as quickly as I can.**


	8. Interval 07 - Dance, Dance Infiltration

**A/N: Two updates in a couple of days, I'm starting to get my grove back. Though updates for other stories are still taking a while, they are on the list I'm hoping to catch up on soon. For now, I still have quite a few readers out there expecting this particular story to get back on the rails. And I intend on getting this train rolling again.**

 **(I don't own RWBY or FEAR)**

The night was going great. Everyone at the dance was having a good time and really enjoying themselves.

Ruby got off the dance floor and took a break at one of the tables set up along the outside while Adrian went off to get them something to drink. She was happy to see everything going so well, this feeling got even better when she saw Blake come in on Sun's arm and was smiling and laughing.

The biggest surprise of the night had been when she saw her sister and her partner together. It had been the last thing she had been expecting was for Yang and Weiss to come as a couple. The heiress had explained that despite their differences something just seemed to click between them and they had been having small 'dates' in secret to see how things went.

Yang had said things went better than well and here they were showing off in public.

Ruby was happy for them, if she were honest she had once wondered if the two of them getting closer had been more than friendship as of late.

"Enjoying yourself, Miss. Rose?" the young leader looked up and saw Professor Ozpin standing there leaning on his cane.

"Oh, everything's been great!" Ruby responded, "Not much of a dansey, pansey kind of girl, but still having a great time."

The headmaster nodded, "That's good to hear. One can't spend their entire life on the battlefield. Even if you may want to. If you really think about it, fighting and dancing aren't so different. Two partners interlocked. Heh, but one wrong move on the ballroom merely leads to a swollen foot."

"Or a twisted ankle." Ruby added, sending a glare at her heeled shoes and had been glad Adrian took her out of them earlier.

"It's not everyday that friends can come together like this." said Ozpin. "Time has a way of testing our bonds. But it's nights like these that can help keep them stronger than ever. Nights like these are ones that we'll never forget."

The young leader looked over and saw Adrian having a conversation with Sun and Ren. The soldier signing every now and again before picking up two cups and heading toward his date. When she turned back to the headmaster she saw him already heading in another direction.

[Everything okay?] Adrian signed when he set their drinks down and got her attention.

Ruby smiled at him and accepted her punch, "Everything's perfect."

The former FEAR operative smiled back at her before something out of the corner of his eye got his attention. Narrowing his eyes when he saw Mercury and his team mate Emerald enter the ballroom. Their match the previous day still weighing on his mind along with what his brother had told him before.

 _ **"Be cautious, brother. I can almost smell the deceit around this one."**_

Something about the whole team from Haven rubbed Adrian the wrong way...and if there was one thing he knew for a fact, it was that his instincts were rarely wrong.

 **X**

As the night went on all in attendance continued to have a great time. At one point, team JNPR did a very well choreographed dance together with Jaune, for one reason or another, wearing a dress.

While the other couples continued to dance and laugh, Ruby pulled Adrian outside on one of the balcony's to get some fresh air.

"Hah, peace and quiet." the young leader said looking up at her date, "Sorry, but I just needed a moment from all the people in there."

[I understand, could use a little air myself.] Adrian replied as they leaned on the railing and looked out over Vale.

"So...how did you learn to dance like that?" Ruby asked, "I mean, you said not too long ago that you've never danced before."

[I asked Weiss for help.] the soldier signed, [She was surprised I even did. Can't fault her given how at odds we were in the beginning.]

Ruby nodded, furrowing her brow. "I never had a chance to ask back then, but why did you have it out for Weiss? Even after we became a team you kept your distance."

Adrian sighed, [Because the Schnee Dust Corporation was the primary benefactor of Armacham.] he signed, making his girlfriend gasp in surprise. [Even though there's no proof of their involvement in what the ATC was up to, they still paid the bills for them. When I first saw Weiss, and how she acted...] he trailed off.

"But then you got to know her." the brunette pressed.

[I did. Even though she has her faults, she's nothing like her family. And I couldn't despise her for anything she had no knowledge of to begin with.] the former FEAR agent answered.

Ruby smiled, "I'm just glad we're all getting along, and are friends. I only wish the same could be said about your brother." Adrian gave her a bewildered look, "I know, I know. But he's still your family. Good or bad. Everyone deserves a chance to turn over a new leaf, you have to admit he's not at deadly as he was from the stories you've told us."

[He's a sociopath, Ruby.] Adrian signed with a serious expression. [I'm willing to give him the benefit of the doubt for now, but I KNOW how manipulative he can be. Especially if it could further his own goals.]

"I'm not that naive, Adrian." Ruby deadpanned, "All I'm saying is that he deserves a chance. And if he breaks it, well, you won't be the only one wanting to make him completely dead."

The couple smiled before turning their attention back out over the city. The air was cool, but not too much, and the moon cast a brilliant glow over the land. It was a very nice night.

Adrian glanced over at Ruby and scratched his cheek. He had planned something special for a moment like this, but he wasn't sure how well it would go since he really couldn't practice it. Though, such things never stopped him from pressing on before.

Taking a deep breath, he turned to his soul mate and touched her arm. Ruby turned, meeting his gaze questioningly as he brought his hands up. [I want to try something.]

"Okay..." the young leader said, curious as to what he had in mind. She watched him swallow thickly before, to her amazement, he opened his mouth.

"...I..." a grating, croaked sound came out, followed by Adrian wincing in discomfort. "L...L...ov...e...", another word, butchered horribly because of the damaged vocal cords trying to say them. "...Yo...u...u..." Adrian's eyes started to water, the pain in his throat worse than any bullet wound he'd ever gotten. But the shock and awe look in Ruby's eyes, that were also brimming with tears, made him push through the pain.

"...R...ub...y..."

The ex-FEAR operative immediately turned left and started coughing violently over the railing. The inside of his throat feeling like someone took an angle-grinder to it as drops of saliva and blood were spat out a few times.

He felt a soft hand rubbing his back, Ruby coming up beside him with worry etched on her face. "Why? Why put yourself through that much pain?" she asked with a shaking voice.

Spitting one last time, Adrian gave her his full attention. [Because you deserved to hear it from me. At least once.] he signed with nothing but honesty.

Tears finally spilling out from her silver eyes, Ruby hugged Adrian. Her face buried in his chest as she cried in awe and happiness.

Even though she never wanted him to hurt himself like that again, the fact that the small gesture was priceless wasn't lost on her. The first words the former prototype commando had said in years, was that he loved her.

Not even her prized weapon could amount to something like that...and that was saying something.

"I love you, too." Ruby said when she pulled away from the embrace. Leaning up on her toes and kissing Adrian softly. The soldier wrapping his arms around her and holding her close as they shared the tender moment for a little while before separating. "Don't EVER, hurt yourself like that again. Even if it is for me, understand?" she ordered in her usual leader tone.

[Yes, ma'am.] Adrian signed, but smiled widely while doing so which had Ruby giggling. Both of them lapsing into silence as they continued to hold one another.

Opening her eyes, Ruby blinked when she saw something out in the distance. A shadow moving across the rooftops.

Feeling his other half tense, Adrian followed her line of sight and saw the same figure. Narrowing his gaze when they slipped out of sight. Looking to one another, the couple nodded before slipping back into the ballroom and out the door right afterward.

Making their way in the direction the figure had been going, they found themselves at the base of the CCT tower. Ruby gasping when she saw the guard stationed outside laying in the bushes. Adrian moved the the man's side, checking his pulse and nodded to her that he was still alive.

The couple took their scrolls out and hit the proper commands, moments later their lockers flying from the campus and landing a few feet away, opening to reveal their weapons and gear.

Taking out Shade and slapping a fresh clip into the rifle/sword, Adrian slipped his rig harness with his Strader pistols and spare clips on as well while Ruby pulled out Crescent Rose and clipped her ammo belt around her waist.

Glaring down at her feet, the young leader kicked off her heeled shoes before nodding to her boyfriend. The two of them entering the lobby of the CCT tower and finding bodies of more guards scattered about.

Adrian swung his rifle around when the elevator dinged, the top of the door showing that the lift had stopped at the top floor.

[Stairs.] he signed, he and Ruby began running through the door on the other end of the room. His reflexes activating along with her speed as they hit the steps, grey and red blurs moving swiftly past the floors until they reached the top. The former FEAR operative's foot kicking the door at the top open as they stormed the room.

The couple was greeted to the sight of a woman with raven colored hair dressed in a black cat-suit and a domino mask seated behind the main terminal. Glowing ember eyes blinking in surprise at their sudden arrival.

She quickly recovered and stood, grabbing a canister from her waist and swiping it in front of her. Dust spread through the air and quickly formed into razor-sharp glass shards that she launched at the duo.

Adrian raised his weapon and opened fire, his shots hitting each projectile with quick precision while Ruby fired her sniper-scythe at their enemy.

The woman held out her hand, stopping each round from hitting her with her palm before spinning around, forming a glass sword in each hand and charging the duo with a series of slashes.

Switching his weapon to its sword form, Adrian blocked a few of the strikes and swung back with several of his own. The woman jumped back, throwing one of her swords at the ex-FEAR operative forcing him to duck under it.

Ruby fired her weapon into the floor, launching herself into the air where she came down hard on the woman. But their opponent was quicker, flipping out of the way just in time while forming a bow with three arrows notched before she let them fly.

The arrows struck the ground between the couple and glowed brightly, both of them leaping away and rolling as the floor exploded where they struck. Adrian came up, Shade back in its rifle form as he fired another barrage at their attacker. The woman ran around the room, avoiding the bullets as they hit the terminals and desks where she had been.

Gritting his teeth, he activated his reflexes and took more careful aim. Following her movements before pulling the trigger again.

A soft grunt was heard, the woman stopping cold and gripping her arm where blood seeped out between her fingers. Her burning eyes glowed brighter with anger as she glared at the soldier, snapping her hand out as her aura flared.

Adrian and Ruby both had a moment to register a possible threat just as a jet of flame launched from the woman's palm. The couple dove for cover behind one of the terminals, Adrian on top of Ruby, shielding her as the flames burned the top part of the desk as it was reduced to smoldering salvage.

When the attack ended, the couple stood, weapons ready only to find their opponent missing.

"Where did she-" Ruby was cut off when the elevator dinged. Both of them turning to see the doors opening and General Ironwood enter. The man pausing mid-step when he saw the state of the room.

"What happened here?!" he demanded.

 **X**

Once she was safely away from the CCT tower on a rooftop, Cinder ripped off her mask and used her powers to burn off the cat-suit to reveal the now blood soaked black dress she had underneath. Teeth gritting as she applied pressure to the wound.

The mission wasn't supposed to go that far south. It had been simple. She'd slip out to the communications hub of Vale and implant the virus she had on her scroll while Emerald and Mercury kept an eye on the party-goers at the dance.

The guards were easy enough, and with most of the attention focused elsewhere she had perfect opportunity...But why the hell were those two students there?!

Cinder recognized them both immediately. Ruby Rose and Adrian Wade, the leader of team RWBY and the prototype commando their her new friends in Armacham were hunting for. She hadn't expected their interference, and even worse, they interrupted the download of the virus.

Checking her scroll, she saw that only 76% of the virus had been uploaded. Even though it would offer a decent advantage to their side, the goal was to have it fully ready to be triggered. Cinder wasn't happy at all with the outcome.

Her scroll rang and she answered it with a sharp hiss, "What?!"

 _"Ma'am? Are you okay? What happened?"_ Emerald's worried voice came over the speaker.

"There was a...complication." Cinder replied, doing her best to keep her anger in check while removing one of her gloves and tying it around her arm to stop the bleeding.

 _"Do you need us to meet up with you?"_ her subordinate asked.

"Negative. You and Mercury remain at the dance, we can't draw any suspicion. You two remain there and I'll see you back at the dorm room." the raven-haired woman said before ending the call. She didn't want to deal with Emerald's worrying or Mercury's sarcasm.

Removing her mask and throwing it away, Cinder took a calming breath before making her way back toward Beacon.

Out of the corner of her eye she caught something, a flash of red. When her eyes swept across the roof, she saw, to her shock, a little girl with long black hair and a red dress watching her from a shadow a few feet away.

She blinked once and the child was gone.

Shaking her head, blaming it on a trick of the light, Cinder jumped down from the roof and made her way back to the academy.

When she was out of sight, Alma stepped back out of the shadow she had hidden in. Many emotions passing through her and causing her powers to form a black haze around her.

Cinder Fall had attacked her eldest son, she had attacked her son's other half. Alma had wanted nothing more than to splatter the vile female all over the walls with burning retribution, but she stalled her hand.

She knew her eldest and his little rose could protect themselves, and if she had any hope of completing her family again her future vessel needed to be alive...for now.

Alma had gotten close enough to her intended target to comb through her mind, despite the impressive barriers in place Cinder's mind became an open book.

A child hunting for power that was not her own, a loyal dog for a dark master with bad intentions for the people of Remnant. The vengeful mother frowned, she may have wanted to make mortals pay for the suffering of herself and her sons, but this girl's master was even more sinister and devious.

Her cohorts were no better...but there was something about the grey haired male in her team. Alma could feel something coming from him, a connection? She would have to look into that matter as well in the near future.

She also saw Cinder's plans for Vale, what she intended to do as well as her new partnership with Armacham's CEO. Rage burned in Alma's soul. If she didn't need a body...

Her aura faded slowly, her emotions being sealed away for the time being as she started making plans of her own. A blade-like smile similar to one her youngest child would make appeared on her face.

Cinder and her followers wanted power and conquest, but in the end they would only know pain and fear.

Alma faded away in a plume of ashes, vanishing into the night.

 **X**

The following day, tensions were high in Ozpin's office as he, Glynda and Ironwood had a meeting in regards to what had happened the night before at the CCT hub.

"They were here, Ozpin!" The General bellowed, "They were here!"

"We're very much aware that, thank you James." Glynda admonished the man and the fact his attitude wasn't helping in the slightest.

Ironwood scoffed, "Fantastic, you are aware. Now are we going to do something about it or should we just 'stay the course' and ignore what's right in front of us?"

A soft beeping from the headmaster's desk interrupted the argument, "Come in." Ozpin said into the intercom before the door opened and their young guests came in.

"Ah! Sorry it took so long." said Ruby as she and Adrian approached the professors. "Someone accidentally hit all the buttons on the elevator on the way up here...it wasn't me."

The soldier looked at his girlfriend with a raised eyebrow, knowing differently given how nervous she was about this meeting.

"Thank you both for coming, how are you feeling?" asked Ozpin.

[I've had worse.] Adrian signed while Ruby said that she was okay, but disappointed they they couldn't catch their enemy last night.

The General approached the couple, "Ruby, I feel it's appropriate to let you know that I think what you both did last night is exactly what being a huntress and huntsman is all about. You recognized a threat, you took action, and you did the very best you could. And Adrian, it's good to know that your skills are as sharp as ever."

"Thank you, sir." said Ruby with pride from the praise they were receiving from the Atlas headmaster. Adrian nodding to his former General in thanks as well.

"Now, the General has already informed us of the events that transpired last night." said Ozpin. "But now that you both are rested, we were wondering if you had anything to add."

"Was anyone else with her?" questioned Professor Goodwitch. "Did she look familiar at all?"

[It was the same woman the three of us encountered the night Ruby and I stopped the dust shop robbery.] Adrian signed, [Same build, same glowing eyes, and the same ability over fire.]

"She wore a mask, didn't say anything, and fought with glass. I don't think it was her semblance though." added Ruby. "Do you think this girl is connected to Torchwick and the White Fang?"

The three veteran huntsman looked at one another, "It's possible." said Ozpin. "But we still lack the required evidence to link the two."

[I managed to hit her.] Adrian signed, [She was fast, but I winged her and drew blood.]

"We collected samples at the scene." said Ironwood, "Doctors are running an analysis while I'm having the infirmary and local hospitals checked for any resent gunshot wounds in the last 24 hours. If there was only something else to tie all of this together."

"Actually," Ruby said, getting everyone's attention again. "I...I think I remember her saying something about a hideout or something...in the Southeast. Just outside the kingdom."

Adrian looked at her, masking his shock at her going back on her statement so blatantly while at the same time revealing one of the facts their team had learned so openly. "Interesting." said their headmaster with a knowing half-smile.

"I thought you said the intruder didn't-" Glynda began only for Ozpin to cut her off.

"Thank you both for your cooperation. Why don't you go and spend some time with your team? You all have a big day ahead of you."

"Anytime." Ruby said happily as she and her soul mate made their way back to the elevator.

"Miss. Rose, Mr. Wade." Ozpin called them back, "Please try and be, discreet about this matter."

[Yes, sir.] The former FEAR operative signed as they stepped onto the lift and the doors losed behind them. [That was very risky, you know.] he signed to his other half.

Ruby sighed, "I know. But they had to know somehow. And our little outing last week is still supposed to be a secret...I just can't believe that woman slipped through our fingers again."

Adrian reached down and took her hand into his, [I'm put off about her escape as well. We were ill-prepared and managed to get out of there unscathed. That accounts for something. But I'd bet just about anything that she's involved in what's going on in the kingdom.]

They reached the ground floor and made their way toward the dorms, approaching their team's room and finding Paxton casually leaning against the door.

 **"You two have been busy, I see."** the wraith said while looking between them.

"What are you doing here, Paxton?" asked Ruby.

 **"Family matter, I'm afraid. So I must borrow my brother for a time."** Paxton replied as he leaned off the door and headed away from the dorms.

Adrian turned to Ruby, [I'll be back in a bit.] he signed, giving her a kiss before following after his brother to see what was so important.

Watching them go, the young leader opened the door to their room only to have Yang, Weiss and Blake suddenly appear in front of her, "So, what happened?!" her sister demanded.

Ruby chuckled nervously as the other girls pulled her into the room and closed the door.

 **X**

The two sons of Alma stepped out onto the roof of the dorms. **"It would seem that there is a lot more to what is going on in this kingdom than meets the eye, brother."** Paxton said cryptically.

Adrian crossed his arms and waited for the psionic to continue. **"The woman you and your little rose fought, Torchwick, the White Fang...Armacham. They are all connected."** Sharp-blue eyes met grey with an aura of grim seriousness.

 **"War is coming, brother. As I have said before. And you and your friends are right at the heart of it."**

 **A/N: The plot thickens ever more, and RWBY-A's mission just may end up being more treacherous than they might think.**

 **Keep the reviews coming guys, and I'll keep the updates coming as quickly as I can.**


	9. Interval 08 - Search and Destroy

**A/N: I gotta give props to my partner/beta reader of this series, macjack662, for helping me comb over and make sure that everything is cleaned up with each chapter as much possible. Even more so with how quickly I'm turning them out as of late. And with each new update, we draw ever closer to some hell raising situations in the future.**

 **A couple people have asked me what Adrian is wearing in terms of a combat outfit. If you remember back in Chapter 3 (Interval - 02), I mentioned that he was dressed in Pointman's attire from F3AR. I decided a while back to have this as his new default combat outfit. Even though his old FEAR uniform was awesome, he is still trying to start new at Beacon and laying low with Armacham sniffing around as well. Besides, it's a badass look if I'm being honest.**

 **Now, we continue were we left off.**

 **( I don't own RWBY or FEAR)**

"That was a risky move." said Weiss after Ruby finished telling them what happened the night before.

"No, I think you and Adrian handled things pretty well." Blake threw in.

Ruby nodded and gave a small smile, "I hope so."

Yang came up beside her and put a hand on her shoulder. "I'm sure everything will be alright, Ruby." the blonde then remembered something a perked up, "Oh! I know what'll cheer you up!"

The young leader followed her sister with her eyes as she went to the side of the room and picked up a cylinder-shaped package that was on one of the desks. "What's that?" the brunette asked.

"I don't know, dad sent it to us. I thought we could open it together." replied Yang.

Ruby squealed happily, "Ooh! Something from home!" she launched across the room, leaving petals in her wake as she latched onto her sister's back and flailed her arms to get her hands on the package eagerly.

 **X**

Adrian skulked back to the dorm room, hands shoved into his pockets as he thought over what he and Paxton had been discussing.

It turned out to be a point in their favor that his 'dead' brother could make himself unseen at will, making it easier for him to move about undetected and gather information. And from what they had talked about, the wraith had learned a lot recently.

Apparently there had been a lot going on around Beacon without anyone knowing. Their enemies were much closer than they first realized, and working with Armacham for reasons unknown.

The former FEAR operative started putting all the information together. Torchwick and the White Fang working together, the three students from Haven who were wolves in sheep's clothing, and the ATC coming out of nowhere and setting up their own occupation. It was all connected.

Paxton was right, war was coming. And with their enemies on all sides and Vale caught in the middle it was going to be disastrous.

Adrian ran a hand over his face. He had to tell the girls, Ozpin, General Ironwood, and warn them about what was going on right under their noses before it was too late.

He had reached the door to his team's room when he heard the girls screaming. Snapping his head up, the soldier drew one of his pistols and kicked the door open and swept the room for enemies...

Instead he found the eyes of his girlfriend/team leader, his other three team mates, and a familiar corgi all looking at him.

"Oh, hey Adrian! What's up?" Yang asked, not at all bother by the fact that he had just kicked the door in and was now armed.

Adrian took a deep breath and slipped his Strader back into its holster before making his way over to Ruby, who was holding Zwei and scratched the dog behind the ears. [How'd Zwei get here?] he signed curiously.

"He was in the package that dad sent to us." explained Yang while holding up the container the corgi had traveled in.

"I can't believe he sent a dog." Blake said, giving out a soft hiss and looking ready to bolt when the animal looked her way.

"In the mail no less." added Weiss, trying to wrap her head around how it was even possible to transport a living creature through postage. The heiress stepped closer and got a better look, "And are you honestly telling me that this mangy, drooling, mutt...Is going to wive with us forevah!"

The white-haired girl's turned from serious to excessively loving at the the drop of a hat as she started talking to Zwei in a cute-baby voice.

"Please keep it from my belongings." Blake deadpanned from her new spot on Ruby's bed.

 _"Would all first-year students please report to the amphitheater."_ Professor Goodwitch's voice came through on the academy's PA system, alerting them all about their first mission starting today.

[We're going to be gone for a week. And I doubt the faculty will let us take a stowaway.] Adrian signed as Zwei started checking out the room and sniffing around.

"Hey, there's a letter." Yang said as she took the message from the package they had gotten;

" 'Dear girls, I've got to leave the island for a few days. So I'm sending Zwei to you to take care of. Enclosed is all the food you should need. Love you both, Taiyang'."

The buxom blonde up ended the package just as Zwei ran underneath it, a mountain of dog food cans spilling out onto the floor on top of him.

"What's he supposed to do with that?" asked Weiss skeptically just as a can opener fell out as well landing on the corgi's head.

"Whelp, that settles it." Yang said as she headed to the door of their room and picked up the bag she had packed for their trip, "Com'mon guys, Zwei will be here when we get back."

Weiss and Blake followed her, the heiress taking time to say goodbye to their new furry companion while the faunus jumped from the bed and across the desks to avoid getting too close to Zwei.

This left Ruby and Adrian alone with the corgi who looked up at them, happily panting with his tongue hanging out.

The red cloaked girl seemed to think about something carefully before smiling widely with a newly formed idea. The soldier looked at his soulmate and couldn't help but sigh in resignation to whatever crazy scheme she had in mind.

 **X**

Team RWBY-A entered the amphitheater where the rest of their classmates were already gathered. Setting their bags in a large pile with everyone else's just as Professors Goodwitch and Ozpin took the center stage.

"Quiet. Quiet please." the blonde huntress said into the microphone, causing the room to go silent. "Professor Ozpin would like to share a few words before we begin."

The headmaster replaced her as he addressed the collective of students, "Today we stand together, united. Mistral, Atlas, Vacuo, and Vale. The four kingdoms of Remnant. On this day nearly eighty years ago, the largest war in recorded history came to an end. It was a war of ignorance, of greed, and of oppression. A war that was about much more than where borders fell or who traded with whom. But about the very idea of individualism itself."

"We fought for countless reasons, one of which being the destruction of all forms of art and self expression. And as you all are well aware, that was something many could not stand for. As a result, those who opposed this tyranny began naming their children after one of the core aspects of art itself. Color. It was their way to demonstrate that not only would they refuse to tolerate this oppression, but neither would the generations to come. And it was a trend that is held to this very day."

"We encourage individuality, expressionism, and unity. Through diversity. As I have said, today we stand together, united. But this bond cannot exist without effort. Which is why today while the rest of the world celebrates peace, huntsmen and huntresses will work to uphold it. As first year students, you will be tasked with shadowing a professional huntsman or huntress, on a mission. Some of you may be taken out of the kingdom for several days. Others may work within the walls for the rest of the week. But no matter what path you choose, remember to be safe, remember your training, and remember to do your very best."

The crowd of students applauded the headmaster as he stepped off stage. **"Quite the motivational speaker, albeit his belief in peace is very much a fairy tale."** Paxton said making the girls of RWBY-A jump at his sudden appearance.

"Where the hell did you come from?!" Weiss yelped, doing her best to keep her voice down and not garner the attention of the other students around them.

The psionic smirked at her, **"If my mere presence frightens you, then any mission you choose today may prove too much for you."** the heiress glared at him but didn't rise to the barb.

"So I take it you're joining us on this mission?" asked Blake, not liking the idea of the wraith tagging along.

 **"Is it wrong to get out every once in a while?"** Paxton asked in mock curiousness while tapping his chin.

"Okay," Yang clapping her hands, "Deadly poltergeist aside, what's the plan?"

Ruby took the floor from there, "All we have to do is shadow a huntsman working in the Southeast."

"I recommend we check 'Search and Destroy'." offered Weiss. The team approached one of the holo-screens that appeared around the theater marked with what they were looking for.

[Quadrant-5 needs to be cleared. That's in the general area of where we want to be.] Adrian signed. Ruby punched in their team name only for the screen to flash that the mission was unavailable to first year students.

"Any other ideas?" asked Blake.

"We mail ourselves there." Ruby offered enthusiastically.

Paxton looked at his brother, **"She's not serious, is she?"** Adrian sent him a look and the psionic sighed while pinching his nose.

"That's certainly one option." the team looked behind them and found Ozpin approaching with his scroll open. "Unfortunately, we determined that the concentration of grimm was too extreme for first year students. It seems that particular region is rather popular. In fact I have a sneaking suspicion that the five of you will make your way there no matter which job you choose."

The team avoided eye contact with the headmaster, "Whatever makes you say that?" Ruby asked, failing at being nonchalant about it.

"I'm still curious as to how you all found yourselves at the docks last semester." the headmaster continued, "I'm also interested to know how you really learned about a 'hideout' in the Southeast. And I certainly wonder why witnesses reported seeing robots and rose petals in a dance club sometime ago."

All eyes went to the cloaked leader who looked bashful while tapping her index fingers together.

Ozpin smiled knowingly, "I doubt I'll ever find the exact answers I'm looking for. So, how about this. Instead of waiting for you all to break the rules, why don't we just bend them?" the headmaster tapped a few keys on his scroll and the team's mission request was accepted.

"We won't let you down." said Ruby. "Thank you, professor."

"Do not thank me for this." the headmaster said now serious, "Team work and persistence have carried you far, but you must understand, the things that await you beyond the protection of the kingdom will not care. Stay close to your huntsman at all times. Do exactly as he says, he will be leading you on this mission. And he can have you all sent back to Beacon if he finds your skills to be unsatisfactory."

Ozpin looked to Adrian, "Then again, you certainly have the right company to help you thrive outside the kingdom." the older man's gaze then went to where Paxton was standing. "Even if some are...questionable." with that he turned and walked away.

 **"Crafty old man."** Paxton said with a smirk, while wondering how the headmaster knew he was there.

The team left the amphitheater, some of them looking more troubled than excited for what was coming. "That wasn't exactly uplifting." Yang commented.

"It's the truth." Blake admitted.

"It's gonna be tough, but I know we can all do it." Ruby said, trying to lift everyone's spirits.

 **"Worse comes to worse, death isn't so bad."** Paxton threw in, getting glares from his brother and the girls. Before any of them could bite back another student ran past them saying that team CFVY had finally returned from their own mission.

RWBY-A followed after them in time to see the second year team coming in from the air docks. One of the members of said team being Velvet Scarlatina, the rabbit faunus they'd known for months now.

"Velvet? You okay?" Blake asked her fellow faunus.

"I'm fine, I had Yatsuhashi to look out for me." Velvet answered while motioning to the much taller male that walked by her with shoulder armor and a massive sword on his back.

"Your mission was supposed to end a week ago. What happened?" asked Weiss.

"N-Nothing happened." the rabbit faunus replied, "It's was just...there were so many. But don't worry, you first years are just shadowing huntsmen so you should be fine."

"Riiiiight." Yang drew out.

Velvet smiled at them, "I should go. Be safe, okay?"

"We can do this." Ruby said as the older student joined her own team, "We've never backed down before and we're not going to start now."

Adrian put a hand on her shoulder and nodded encouragingly as she continued, "Besides it won't only be us out there. We'll be fighting alongside a genuine huntsman!"

 **X**

All of them stood in various forms of shock as they saw their chaperone for their first mission.

"Well, hello there students!" Professor Oobleck greeted, dressed similar to a safari explorer. "Who's ready to fight for their lives?"

"Professor Oobleck?" Weiss asked.

"Yes, I'm afraid those bags won't be necessary." The green-haired man said in his usual rapid-fire form of speech while he paced quickly in front of them. "Seeing as you've opted to shadow a huntsman on what is now essentially a reconnaissance mission. I can assure you we will not be establishing a single base of operations. Rather we will be traversing several miles of hazardous wasteland, and making a camp in any defendable locations we may stumble upon. I've packed all our essentials myself, provided the air course, and readied the airship. And!"

Oobleck zipped in front of Weiss and bent down close to her face, "It's _Doctor_ Oobleck. I didn't earn a PhD for fun, thank you very much." he zipped back in front of them and motioned to the airship behind them. "Come now children, according to my schedule we are already 3 minutes behind, schedule!" in the next moment he was a blur as he shot down the walk-path to the air transport.

Paxton chuckled as he took in the mortified expressions on his brother and his team's faces. **"Best of luck to you all."** the wraith said before fading into the air.

"...dick." Yang muttered at the wraith's departure.

"Well...alright then!" Ruby said, trying to be enthusiastic. "Looks like we're going to save the world with Dr. Oo...bleck...okay yeah when you say it out loud it sounds worse."

[Don't judge him yet.] Adrian signed, [He got his position here for more than just his intelligence. So give him the benefit of the doubt for now and we'll follow his lead.]

"Adrian's right, besides, it's the only chance we have to get where we need to go." said Blake.

"Then what are we doing waiting around? Let's get going!" Yang exclaimed as they made their way to the bullhead.

Falling to the back of the group, Adrian motioned to Ruby and started signing. [Have to talk to all of you first chance we can get. It's important.]

Ruby nodded, noting how serious her boyfriend looked and knew that whatever it was they all needed to hear it.

 **X**

Sometime later, RWBY-A's airship was flying over the kingdom. Approaching the bordering wall around Vale in the direction of Quadrant-5.

Adrian sat close to the opening of the troop compartment, Shade in his hands as he watched the ground slip past them below.

"I guess I just never saw you as much of a fighter." he heard Yang say to Oobleck behind him.

"I admit, I fancy myself more of an intellectual, but I can assure you, as a huntsman, I've had my fair share of tussles." replied the doctor.

"Like the mushroom?" asked Ruby confused.

"Those are _truffles_." Blake clarified.

"Like the sprout?" the leader wondered again.

"Those are _brussels_." Yang answered.

"Besides," Oobleck continued, "Given my expertise in the field of history, as well as my dabblings in the art of archaeological surveys, our dear headmaster saw fit to assign me to this particular, assignment."

"What does history have to do with this?" asked Weiss skeptically.

Adrian smacked his hand on the side of the bullhead to get everyone's attention, [He means that he knows the area and anything we might encounter from what happened there in the past. Knowledge is just as important in battle as any weapon.] he signed.

"Quite right you are, Mr. Wade!" replied Oobleck, "History is the backbone of our very society. And the liver! And probably the kidneys if I were to wager. The Southeast quadrant outside of Vale is home to wild forests and deep caves. But, it is also the location to one of the kingdom's greatest failures."

"Mountain Glenn." said Ruby.

"That's right, it was an expansion of Vale." Yang added. "But in the end it was overrun by grimm and fenced off from the rest of the city."

The doctor nodded, "Correct! and now it stands abandoned, as a dark reminder."

"And a likely place for a hideout." Blake said, coming to the same conclusion along with everyone else.

"Precisely." Oobleck stated.

The bullhead approached the ruins of what would have been another section of the kingdom. The buildings that would have once held homes and businesses laid in shambles with debris scattered about, a dense silence filling the air save for the loud hum of the air transport's engines.

Looking down on it all, Adrian couldn't help but remember back to what Fairport looked like after the Project Origin facility was destroyed. A ghost town. Only he hoped that this place wasn't crawling with deadly spirits as well.

The ship got low enough to the ground for the team and huntsman to jump off, they made quick work of surveying their landing spot as the bullhead took off. Leaving them in the desolate city environment.

"This...is creepy." Yang muttered.

"Was this what it was like, in Fairport?" Ruby asked her boyfriend who nodded, his eyes scanning every building around them with his body tense and ready to fight.

"Remember, you still may be students, but as of this moment your first mission as a huntsman and huntresses has begun." said Oobleck. "From this point forward you need to do exactly as I say. Do you understand?" he looked over at Ruby and saw that she still had the large pack on that she was leaving the school with earlier.

"Ruby!" the doctor exclaimed, making the girl jump. "I thought I told you to leave all your bags back at school."

The leader laughed nervously, "But, uh, you hadn't told us to listen to you yet...so I didn't."

Everyone blinked at her, "She's not wrong." the doctor admitted, making them all blink again. "Very well Ruby, leave your bag here we can pick it up upon our return."

"But, I, whaa..." Ruby stumbled.

"Young lady, what in the world could you possibly have in that bag that could be so important to bring it-" Oobleck was cut off when a soft rustling came from the pack Ruby was carrying before Zwei's head poked out of it and barked happily.

All eyes went back and forth from between the corgi and the cloaked girl carrying him as she turned her head and whispered, "Get back in the bag."

"We're here to investigate an abandoned urban jungle teeming with death and hostility, and you brought, a dog?" asked Oobleck slowly and deliberately.

Ruby paled, "I...uhh..."

"Genius!" the doctor shouted. Zipping around, taking Zwei in his hands and spinning around with him, "Canines are historically known for their perceptive nose and heightened sense of sound. Making them excellent companions for hunts such as ours!"

No one knew what to say, Ruby beamed at her team. "I'm a genius." she said proudly.

Adrian shook his head before kissing the top of hers head. [You are VERY lucky.] he signed so that only she would see. Causing her to blush in response.

"So, what are your orders, doctor?" asked Blake.

Oobleck set Zwei down, "Ah! Yes! Straight to the chase, I like it! As you have been informed the Southeast area has been marked as a recent hotspot for grimm activity. Now there are several possible explanations for this behavior. One of which being, Grimm."

"Uhh, what?" asked Ruby.

"Grimm, a creature of grimm approximately 100 yards from us at this very moment." the doctor answered, the team turned around to see a lone Beowolf coming out from behind a damaged building.

The teens had their weapons ready in moments, "Wait!" Oobleck ordered, "There are a number of reasons why grimm would congregate in this particular area. The most likely of which would be their attraction to negativity. Sadness, envy, loneliness, hatred, all qualities that are all likely held by our hidden group harboring ill intent."

"So, what do we do?" asked Yang, a little anxious.

The doctor took a drink from his coffee thermos, "We wait, we track, if this specimen leads us to its pack, that pack may subsequently lead us to our pray."

"How long do we wait?" asked Blake.

"It's uncertain, hours, days, weeks, why lone grimm have been known to stand isolated from the pack for months...and there's the whole pack." the huntsman stated as more Beowolves arrived with the first, their red eyes looking in their direction, "And now they've seen us."

Adrian didn't bother to wait for a signal as he opened fire on the coming pack, Ruby doing the same with Crescent Rose while Yang, Weiss and Blake charged ahead. Their own weapons firing and slashing into the grimm ranks.

One of the Beowolves broke from the back and made for the ex-FEAR operative, swinging its claws when it was in range only to hit open air as his reflexes kicked in and he rolled out of the way. Shade converting into its sword form that he used to slice one of its arms clean off before driving the blade up through its jaw and through its head.

A second wolf-grimm lunged at his flank, but he avoided the attack by jumping over the creature and slamming his boot heel into the side of its head. Pulling Shade from the now dissolving Beowolf, Adrian emptied the rest of the clip into his second target before dumping it and slamming a fresh one home.

More grimm kept coming, the team quickly taking them down as they appeared, leaving piles of dissolving body parts scattered all over the damaged street.

"Heh, piece of cake." Ruby said to Oobleck when they finished off the grimm.

"Do not celebrate yet." replied the doctor, "For I am certain this is the first bout of many. Shall we continue?"

 **A/N: The mission to Mt. Glenn has begun, but what awaits the team beneath the surface?**

 **Till next time folks!**


	10. Interval 09 - Mt Glenn

**A/N: And the heads just keep rolling!**

 **(I don't own RWBY or FEAR)**

Compared to what he had faced before, to Adrian, grimm were always rather simple to dispatch.

Even though the ones that had been around for many years were smarter and bared more experience, the younger generations severely lacked this advantage and tended to act more instinctively, borderline savagely.

Their defining traits, aside from intelligence for some, was their strength, numbers and armor plating. And if one knew enough to get around these issues, any grimm of any species could be dealt with swiftly and effectively.

Though, the former FEAR operative knew very well not to take any scenario with the creatures of grimm lightly. Unlike human or faunus enemies they showed no fear, and they could easily overwhelm someone if there were enough of them.

Regardless, none of that ever stopped Adrian from putting a bullet between their eyes whenever the situation dictated. Hence why over a dozen Beowolves laid dead around him dissolving into black smoke.

Oobleck had indeed plotted out just about every aspect of their mission. He had split the Mt. Glenn area into various sectors and they were tasked with clearing out each one while he looked for any inconsistencies in the area that would point to recent activity.

So far, RWBY-A had cleared out almost half the abandoned city. Whether it was the work of outside sources or the creatures were just that dug in, there were no shortage of grimm to be wiped out.

All the while the doctor had been asking each of them why they had decided to become warriors. Yang admitted that she was a thrill seeker willing to help people along the way, Weiss wanted to uphold the honor of her name, and Blake sought to rid the world of corruption and avarice.

Eventually, the huntsman approached Adrian on the same subject. "What about you, Adrian? Why did you choose to become a huntsman?"

The former FEAR operative pulled Shade's blade from a fading Beowolf and thought about the question for a moment or two. [At first, I did it to escape the past. To find peace and a purpose.] he signed honestly.

"Really? And now?" implored Oobleck.

Adrian looked over to where Ruby was playing with Zwei, the young reaper holding out a whole chicken at the end of her weapon while the corgi jumped and did flips. [To protect what has become important to me. To ensure that no one else has to suffer, the same way I had.]

The doctor stopped jotting down in his notebook and looked at the mute teen questioningly. Much of Adrian's past was in the dark, but Ozpin had ensured him and the other staff at Beacon that he was an honest, hardworking individual, and that his past was a sensitive subject that he mostly kept to himself.

To the intellectual, he knew that the young man's inability to speak had something to do with said past. But he would never delve into something he had no place knowing.

Oobleck hummed to himself before he went over to Ruby who quickly stashed her weapon, "Sorry! Uhh, are we ready to keep going?"

"No, I believe that will have to do for today." the doctor stated, looking at the sky and saw the day quickly coming to an end, "It's going to be dark soon." he tossed his pack off to the side where Yang barely caught it. "You three, set up camp in that building. Oh, and please do make sure that there are no more of those, creatures." he instructed. "Miss Rose, Mr. Wade and I are going to secure the perimeter. Come, you two."

The soldier and the cloaked leader readied their weapons, Zwei between them as they all followed after Oobleck. Their team mates watching them depart a moment longer before heading into the the building they would be using for shelter for the night.

 **X**

The area surrounding their campsite was right in the middle of the sectors the team had just finished clearing, but there were a couple of stragglers lingering about that needed to be dealt with.

Ruby and Adrian combined were more than enough for them, Zwei barking happily as they took down the grimm.

They followed Oobleck's instructions to the letter as he led them through the crumbling urban jungle. Coming out at the edge of the city that overlooked a dark forest in time to see a herd of massive, elephant-grimm stomping through it.

"Whoa...what is that?" Ruby asked as she observed the large creatures. "It's so awesome!"

"That my dear girl, is a Grimm." said Oobleck.

Adrian looked through the scope of his weapon, surveying the grimm herd. [Goliaths.] he signed to the others. He saw Ruby bring up Crescent Rose and quickly lowered the weapon's barrel. [You'll only piss them off, Ruby. Their hides and armor are too thick.]

"He is right, Miss. Rose." said the doctor, "I'm afraid your sniper rifle would do nothing more than agitate a grimm of that size."

"But, what if they attack us?" asked Ruby.

"Fret not, those Goliaths are not concerned with us." explained Oobleck, "Not every grimm is mindless, Ruby. Or rather, not every grimm is still mindless. You see, the grimm you see before you are so powerful, so superior to the grimm you've fought, that they've undoubtedly lived hundreds of years. And in that time between killing humans, and attacking our borders, they've done one important thing, they've learned."

"They've learned that when they attack our borders, they're likely to die. And what we lack in strength, we make up for in will. And that killing one human, will only bring more."

One of the Goliaths stopped, turning it's head and looking in their direction while the rest of its herd kept going.

"Then, why are they still so close to the city? What are they doing?" asked Ruby.

[Waiting.] Adrian signed, his expression grim as he glared at the large beast that leered at them. [Waiting for an opening, a weakness. They're thinking strategically.] Oobleck nodded silently in agreement with the soldier's assessment.

The Goliath turned and followed with their herd. At the same time Oobleck turned and started heading to where the rest of the team should have finished setting up camp.

"Doctor Oobleck?" Ruby questioned.

"Mmhmm?" the huntsman looked back at her.

"I was wondering-"

"Wondering why I've been interrogating your team mates all day?" Oobleck said, cutting her off.

The leader shook her head, "A-Actually, I was wondering. Why did _you_ want to become a huntsman?"

"Look around and tell me what you see." the doctor said while motioning to the ruins around them.

Ruby looked around, "Lots of old buildings, uhh, empty streets..."

Oobleck shook his head, "I see lives that could've been saved. As a huntsman, it is my job to protect the people. And although I am capable of doing it with traditional weaponry, I believe I can make a much larger impact if I do it with my mind. As a teacher, I am able to take knowledge, the most powerful weapon of them all, and place it in the hands of every student that passes through my classroom."

"I look at this wasteland, and I see lives that could've been saved. But I also see an opportunity. An opportunity to study these ruins and learn from this tragedy. And therefore become stronger. I am a huntsman, because there is nothing else in this world I would rather be." with his piece said, the huntsman turned and headed off farther into the city. "The both of you, head back to camp. I will be with the rest of you shortly."

The couple watched him leave before turning to each other, "Guess you were right about not judging him." said Ruby.

[He's an intellectual, his skillset is more valuable than any weapon.] signed Adrian.

His girlfriend nodded before remembering something and looking up at him, "You told me that there's something we need to talk about. What's wrong?"

Adrian motioned forward, the couple heading to the building where the others were already sitting around a small camp fire they had established on the third floor.

"Hey, any trouble out there?" asked Yang

[A herd of Goliaths are prowling outside the city.] Adrian signed, causing the others to look panicked [They shouldn't cause any problems. They won't risk their necks for only six people. Besides, we have bigger issues.]

"What's going on?" asked Blake.

 **"The conspiracy you're hunting for runs deeper than you think."** all eyes snapped to the corner of their shelter where Paxton stepped out into the fire-light.

"Alright, no offense, but that shit is just plain creepy. Just so you know." said Yang.

The wraith ignored her, **"I informed my brother, shortly before your departure on this field trip of yours, of various things I have been hearing around your school as of late. All of it connecting to what has been happening within the kingdom that you have deliberately wrapped yourselves up in."**

Blake looked between the two brothers, "What did you hear?" she asked, the other's listening carefully.

 **"There are spies among the students."** Paxton began while pacing around the campfire. **"No doubt to learn of the school's defenses and who within poses the biggest threat to their plans. They are also affiliated with Torchwick and the White Fang...along with Armacham."**

A deep sense of dread fell upon the group, "Armacham, the White Fang...all of them are working together?" Weiss said, uneasy about what all of this could mean and lead to.

"Who are the spies?" Yang demanded, her fists clenched wanting to pummel the ones who breached their school.

 **"The students from Haven. Mercury, Emerald, and their leader. The latter being one my brother and your leader have met several times already."** the wraith said while looking toward the couple.

[The woman we encountered the night of the dust robbery and the one we fought at the CCT, they _are_ the same person.] Adrian signed, [She's also the one Ruby ran into the day before we went into Vale.]

Ruby gasped, "Her eyes...they have the same eyes! Why didn't I see it before?!"

"This doesn't explain why they're all working together." said Blake. "The White Fang working with Torchwick is odd enough, but Armacham as well? What could they be planning to have that much on their side?"

"Armacham is pro-human to the bone." said Weiss. "They've never once hired a faunus worker, so they would have to be pretty desperate to work along side the White Fang for any reason."

Paxton centered his gaze on his brother, **"It's obvious what they are after. Mother and I are beyond their reach...but Adrian is not. Whatever your enemies are planning, Armacham is more than willing to offer their aid if it means furthering their own agenda."**

"So, let me get this straight." Yang began, "We've got a faunus extremist group, criminal masterminds, and a high-tech military company with gear better than what Atlas can crank out."

"And they've all set their sights on Vale for one reason or another." Ruby finished, her face grim. None of them knowing what to say to follow it up.

 **X**

While team RWBY-A were contemplating the horrible revelations they had just learned, at Beacon the psionic mother of the two prototype commandos was progressing with her own plans for the near future.

Alma stood in the dorm room that belonged to the three students who were not supposed to be there. Having invaded all of their minds while they slept and learning everything she needed to know about each of them.

Her glowing eyes lingered on Cinder for several moments. The young woman's telesthetic signature was strong, her body healthy, she was indeed the perfect candidate for her new vessel as well as birthing a new child.

As much as she wanted to take over Cinder at that moment, she needed to wear down her mind. Break her will without damaging the body. It would take time, but the wait would be worth the effort.

Alma's gaze traveled to the next person of interest to her. The young man with grey hair, the one named Mercury.

She combed through his thoughts and memories in great detail, the psionic found the young assassin as something worth her attention. The two of them shared a similar past; an abusive father who only wished to control them, enduring their entire childhoods to nothing but pain, misery and hatred, everything culminating in the deaths of their fathers at their own hands.

Her child appearance change to that of her older self, her hand reaching out and stroking the young man's face with a smile on her own. Despite the lack of his legs, the young man was strong and skilled, intelligent if a bit too snarky...he would be the perfect fit to be the father of the new life she was hoping to make.

There was just one problem.

Burning eyes leered with fury at the last bed, the one that held the green-haired thief who was close to her future vessel and was constantly in the thoughts of the one she was hoping to make a child with.

The shadows around the room twisted and writhed as if bending to the enraged psionic's will and creeping toward Emerald's bed. She could snuff out her life here and now, it would be so easy...

Alma closed her eyes, everything settling back into place as she took better control of her powers. She needed to bide her time for just a bit longer, if she wanted everything she desired, then she would need to be patient. There were several things that needed to be done before she was ready to strike.

Sending one final look to each student in the room, Alma vanished in a puff of ashes.

 **X**

Back at Mt. Glenn, team RWBY-A were scattered around their small campsite getting plenty of rest for the following day.

Dr. Oobleck was situated not too far away from them, his thermos within reach while he slept. The only one still awake was Ruby who had volunteered to be first watch, Crescent Rose propped up on the wall while she surveyed the ground below through the scope.

Adrian laid out on a bedroll closest to her, eyes closed but still awake as he heard the others talking quietly among themselves. Explaining their reasoning for becoming huntresses to each other.

He'd always known that there was more to his friends and team mates, and he understood a bit more about them now. Their drive to do their part for the world...but the former FEAR operative couldn't really say the same for himself.

Though he was truthful about protecting what had become important to him, there was really nothing more to it than that. He wasn't a soldier anymore, not a prototype commando, for the first time since he started trying to forge his own life after the Fairport incident he had run into the one question he had been ignoring for too long.

What was his purpose now?

There was no answer in sight for him, and it was beginning to weigh on his mind more than a little.

"Adrian?" Yang's voice asked softly. Adrian opened his eyes and looked over at the blonde, "I...I've always wanted to ask you some things. You know, after you told us about your past...would it be okay?"

She was hesitant, afraid to even ask the question about asking questions.

[You've been honest with me, I will try to do the same.] he signed back at her.

The brawler nodded, "I...I know they did things to you, you've told us that much. But, how did you get through it? How did you manage to endure so much?"

Adrian thought on the question before answering, [I was a child. Naive. Ignorant. My mind blocked most of the events that occurred more than likely to protect my sanity. But it didn't help that I was nothing more than a failure to the scientists at Project Origin.]

"A failure?" asked Blake, saddened to hear such a horrible thing spoken about a child.

[Paxton was the only one between the two of us to gain psionic abilities. The only one capable of becoming a psychic commander. He took the brunt of the experiments to enhance his powers, and the connection to our mother where he felt her hatred and rage combined with what they were doing to him began to twist his mind.] he explained.

Weiss bit her lip, "What about you? What did they do to you?"

The soldier rolled over to face them, [Since I couldn't be what they wanted, they put me through rigorous training regiments, combat scenarios and enhanced reflex testing. It's where my semblance was discovered. They intended on me being the first in a line of unique super soldier, since I was useless as a psychic commander.] he signed.

"How old were you?" questioned Yang, afraid to know the answer.

[Don't remember.] Adrian replied, [Better not to know. Most of the time I'm still trying to make sense of the memories I can recall since Fairport. None of them are good.] he reached up and touched his throat as one particular memory stood out.

Blake saw this and spoke before she had a chance to think about it, "Why can't you speak?" her eyes widened and she immediately regretted asking.

Adrian closed his eyes and sighed, [During a training exercise, one of the guards beat me down. When I wouldn't get up, Harlan ordered the guard to _make_ me.] The girls all felt their hearts freeze. [He stepped on my neck, pushed down until he crushed my vocal cords under his heel. The damage was permanent.]

Weiss clamped a hand over her mouth, tears in her eyes. Blake looked horrified while Yang clenched her hands with her eyes flickering between lilac and red.

[Ever since I started remembering my past, I did all I could to escape it. But it followed me, deep down I knew it would.] the former FEAR operative continued, [For the longest time, I always believed myself to be nothing more than a killer, a genetic failure, a freak. But it all changed when...]

Adrian lowered his hands and looked over to where Ruby was still on guard. Too far away to hear their quiet conversation.

Yang's anger was forgotten and she smiled, "She really loves you, you know." she said having her male team mate meet her gaze. "And I know how much you love her too. The two of you, together, I can't explain it, but it's like you guys were meant for each other. You make Ruby so happy, and you've changed so much since we all first met because of her. There's no way you two won't last."

Smiling back at the brawler's words, Adrian looked back toward Ruby again. At one time, it was hard to believe that he would be in such a relationship. Especially with one such as her at his side.

She was innocence and good personified, a light in a dark world that shined brighter than others. And like the precious gem she was named after, he would protect her to his dying breath.

Hours slipped by, the team had swapped out watch shifts at various points so that they could get the most rest possible.

Ruby was currently cuddled up next to Adrian, her head on his shoulder as they both slept soundly with Zwei curled up at their feet.

The corgi's head perked up, now fully awake and standing on all fours and giving a soft bark. Ruby groaned as she raised her head and looked at her pet. "Zwei, it's late." she said with a yawn, "Go back to bed." she laid her head back down on her boyfriend's shoulder, but before she could get comfortable and fall back asleep Zwei took off running.

"Zwei!" she whispered loudly after him in alarm, now awake as she carefully got up and chased after him while being sure not to disturb the others.

Stepping out onto the ruined streets, Ruby called out to the corgi as softly as she could to avoid being too loud and attract any grimm in the area. Relief passing through her when she saw him peeing on a nearby wall.

"Zwei, this is a wasteland. You literally could have done that anywhere." she admonished the animal as he finished his business.

Zwei barked at her as the young leader picked him up-

"What was that?" a voice suddenly echoed out from somewhere ahead of them.

Ruby froze a moment before taking Zwei and moving behind a pile of rubble just as two men stepped out from behind a building.

They looked like soldiers, dressed in blue and grey digital camo BDUs with flak vests, balaclavas and assault rifles in hand. Ruby's eyes widened when she saw three letters displayed on the backs of their vests.

ATC

 _'Armacham!'_ she yelled in her mind in shock.

"What was _what_?" the second soldier asked as they partoled around.

"Thought I heard something over here. Coulda been a grimm." replied the first.

The second solder grunted, "Let's just finish the fuckin' patrol and get back to base. Bad enough we gotta work with those damn animal mutants, I'd rather not freeze my ass off too."

When the two men began to leave, Ruby set Zwei down before silently following after them. Moving from cover to cover to avoid being spotted as they led her to another ruined building where they entered through a door and went inside.

"This is it!" Ruby exclaimed softly to Zwei, "We found the hideout!" she pulled out her scroll and immediately dialed everyone else's numbers...only for the signal to drop.

"No! Urgh! Come on, we gotta get the others!" she said to the corgi as they quickly started making their way back.

When they got out to the street, Ruby paused when she heard a loud cracking. Looking down, her stomach dropped when she saw and felt the ground drop right where she was standing. She didn't have time to think of anything before the ground gave way, she and Zwei falling into the abyss below.

At the last moment, she reached out and grabbed the edge of the sink hole with one hand while the other grabbed Zwei by the collar. Swinging her arm up and tossing the corgi back on the street to safety just before the ledge she was holding onto gave way.

Zwei barked in alarm as he watched Ruby drop into the darkness and out of sight.

 **A/N: The changes from canon to AU continue. I hope this update answered any questions I've been getting through reviews, because up next is one hell of a fight for the team and it is not going to be a pretty one.**

 **Then again, with the sons of Alma on their side, team RWBY just might stand a strong chance in the end.**


	11. Interval 10 - Underworld

**A/N: Yet another story that has been benched for too long finally gets back into the light. After conversing with my co-author, I am finally able to get The Rogue Vol. 2 running again, and not a moment too soon.**

 **So, from macjack662 and myself, here it is folks!**

 **X**

 _ **"Together, we would have been like gods."**_

 _Young Paxton and Adrian played with their toy guns together in their room, having fun._

 _Later that night, while the boys slept, Harlan entered the room. Going to the younger boy's bed and taking the toy from him, sending a leer at the older child before slipping out of the room again._

 _ **"But, he always made sure that we would be enemies. Filled with distrust. With...Fear."**_

 _Paxton couldn't find his gun while Adrian played with his. The two boys soon began to fight over the toy, the eldest of the two overpowering the youngest and accidentally throwing him into the tv stand._

 _Before Adrian could check on him, Paxton started screaming. Thrashing his arms and legs around causing the lights to flicker and the furniture to be tossed around._

 _ **"She tried to call us both."**_

 _The two boys sat in their room, far away from each other. Adrian in the center while Paxton sat rocking against a wall._

 _ **"But only I could hear her. Share her pain."**_

 _The youngest boy perked up, as if hearing something that only he could._

 _ **"She could not reach you, but still you hated HIM. Just as mother and I did."**_

 _Paxton was taken from the room again, this time not brought back until much later in the evening. Collapsing into his bed without a word to Adrian._

 _ **"All he did, brother, was give us life."**_

 _The older boy watched as the younger one continued to draw on the walls. The strange roots and shadows he was sketching becoming darker and more terrifying._

 _ **"It was mother, that gave us purpose."**_

 _The markings were now all over the floor. Adrian sat on his bed, watching as Paxton continued his work without end._

 **X**

Adrian's eyes snapped open, the last tendrils of his dream vanishing when the feeling of something being wrong struck full force.

Sitting up, he immediately noticed that Ruby wasn't beside him while everyone else had been in the same positions they had been when watch duty had been changed.

 **"You're little rose has gotten herself into a bit of trouble, brother."** Adrian's eyes snapped to Paxton as he leaned against the crumbling wall with a knowing smile.

Yang stepped back into the room with a stretch and a yawn, "Hey, Weiss. It's time..." she paused when she saw the former FEAR operative awake and on alert. "Adrian? What's up? Where's Ruby?" she asked when she didn't see her little sister around.

"What's going on?" asked Weiss as she and Blake awoke with all the noise. Any answer was cut off when Zwei came running into the room and barking loudly.

"Zwei?" the buxom brawler questioned, now getting worried.

"Grab your weapons!" Oobleck exclaimed, appearing in the doorway with a serious expression, "You're leader may be in trouble."

 **X**

Ruby groaned as she slowly sat up, rubbing her back and looking up at the large hole in the ceiling she had just fallen in from.

Getting to her feet, she found herself on a flat surface that overlooked a chasm; and at the bottom of that chasm were buildings. Directly beneath the ones on the surface.

"Whoa..." the cloaked girl couldn't help but say in awe. Not expecting there to be another city underground. Infact, the surface she was currently on was another building that had been underneath the street she fell through.

A loud slam behind her had Ruby spinning around to see a door open and three ATC soldiers coming out with weapons drawn.

"Freeze!"

"Where did she come from?" one of the three soldiers said while the second approached the young leader.

Ruby tried to step back, but flailed when she nearly fell off the edge of the building. "You're a long way from home, little girl." the soldier said, grabbing her arm and yanking her forward.

"Hey! Hand's off!" she shouted, shoving the man back and reaching behind her for her weapon...only to find the clip for it on the back of her belt empty.

Gasping, Ruby couldn't react fast enough when an assault rifle stock struck her in the back of the head, sending her to the ground.

"Call the Commander, let him and carrot-top know we got an uninvited guest." the lead ATC soldier said to the others before bringing his boot down and knocking the girl out completely.

 **X**

The team, lead by Zwei, made it to the hole in the ground where Ruby disappeared. Finding a familiar weapon laying a few feet away from the opening.

"Ruby's scythe!" Yang shouted as they stopped beside it.

Adrian lowered his own weapon and picked up his soulmate's prized possession. His eyes trailing to the hole in the street that led to complete darkness below.

"Do you think she fell?" asked Weiss, standing at the edge and looking down.

"Oh my," Oobleck said, scratching his chin. "Of course, of course, of course, of course!" he shouted before he began pacing around.

"What is it?!" said Blake.

The doctor shook his head, "How could I be so stupid?! Mountain Glenn. An expansion of Vale that was inevitably destroyed by creatures of Grimm! Previously home to thousands of people! Working people, commuting to the city, the main city! Developed a subway system to the inner city! Grimm attacks increase! Population in danger, now desperately searching for shelter! City evacuates into the metro tunnels! And what do they find?!"

No one said a word as he immediately continued his rant, "The South-East quadrant of Vale is known for wild forests and deep caves!"

"Doc! What are you saying?!" demanded Yang, wanting the man to get to the point.

"My dear, we're not just looking for an underground crime network! We're looking for an UNDERGROUND crime network!" Oobleck exclaimed.

"They've been working in caves?" said Blake.

The huntsman waved her off, "No, no. Mountain Glenn was Vale's first serious attempt at expansion. It worked for a short period of time thanks to an aggressive perimeter defense and unique transportation. The city developed an elaborate subway system to carry citizens safely from the new territory into the main kingdom. Sadly, without the many natural barriers Vale has to protect its borders, Mountain Glenn was doomed from the start."

Oobleck motioned to the sink hole, "As the end drew near, the citizens of the territory made one last attempt at survival. They took up shelter _beneath_ the city, in massive caves that they had cleared out for the subway. And they had to cut themselves off from the surface."

"An underground village?" Yang asked skeptically.

"In a manner of speaking, yes." replied the doctor. "A safe haven...until...an explosion opened the mouth of another cavern. One filled with subterranean Grimm. After that, the kingdom officially sealed off the tunnels, creating the world's largest tomb."

A silence filled with dread surrounded the group. "If Ruby is down there." said Oobleck, bringing up his thermos as it mecha-shifted into a lance. "We must find her."

Adrian turned and stepped away from the group. Attaching Crescent Rose to the back of his belt before turning around and running forward, surprising everyone as he jumped and plummeted into the darkness without a trace of hesitation.

"Mr. Wade has the right idea! Tally-Ho!" Oobleck bellowed as he jumped in after the former FEAR operative.

Yang picked up Zwei and followed them with Weiss and Blake behind her.

 **X**

When Ruby regained consciousness a second time, she found herself being dragged along the ground. Each of her arms being held by an ATC soldier as they brought her through an open area.

Scanning her silver-eyes around, she saw both White Fang and Armacham forces working side-by-side. Moving crates and other supplies onto train cars on a track that ran through the underground city.

The young leader also took notice of several Paladin mechs stomping around and moving larger crates as well.

"Hey! Careful with that!" Ruby spun her head and saw two ATC soldiers fighting with a pair of White Fang grunts in a train car. "You dumb bastards trying to kill us!" one of the soldiers exclaimed while they all stood around a large device that looked suspiciously like a bomb.

"Commander! We got something." One of the soldiers dragging the girl shouted when they came to a stop by the train.

"Better be important, got enough issues without you fuck-heads distracting me." a gravel-like voice responded. Ruby turning her head to try and see who had spoken while her captors reported in.

"It's that trespasser we radioed in about, sir." answered the other soldier.

Through the door to the train car, an old grizzled soldier in ATC armor with a cigar in his mouth stepped down. His sharp eyes zeroing in on Ruby with laser-like focus. "So it is. Didn't know they sold Girl Scouts this far out in the big suck." the man said around his cigar.

The soldiers brought the girl up, keeping her between them to make sure she didn't get away. "Now, I'm gonna ask you nice." the man said, blowing smoke in Ruby's face. "Where did you come from?"

Silver eyes glared back at him, but the young leader didn't say a word

Rolling the cigar in his mouth, the Commander launched his fist forward and drove it into Ruby's stomach. The girl doubling over and coughing violently when the air was driven out of her lungs, the soldiers holding her up dropping her to the ground as she tried to gasp in air.

"I'm not a patient man, kid." the soldier said leering down at her when another voice spoke out.

"The hell's going on out there Vanek?" out of the box car stepped Roman Torchwick, the criminal mastermind surveying what was infront of him and blinked in surprise. "Well, wasn't expecting to see you down here, Red. I gotta say, you're not nearly as threatening without that over sized gardening tool of yours."

Ruby glared at Torchwick in defiance as he looked to the Commander. "How'd she get here? You said your guys had perimeter control?"

Vanek glared at the man, wanting nothing more than to put a bullet in his head and be done with it. "Must have come from up top. I thought _you_ said this place was secure?" he fired right back.

Rolling his eyes, the criminal knelt down to Ruby's level and put the end of his cane under her chin. "How DID you find this place, Red?"

Ruby growled before vanishing in a burst of rose petals. Everyone tensed and immediately started searching for the huntress in training.

"Sir!" one of the ATC soldiers exclaimed, pointing ahead to show the girl making a run for it.

"Permission, Commander?" another soldier said, raising his weapon and locking on the back of Ruby's head.

Vanek puffed the last of his cigar before dropping it to the ground and crushing it beneath his boot. "Stand down, I got this." he raised his right arm and made a fist, a gun barrel coming out the top of his arm-guard.

A burst of static discharged from the weapon, a bolt of energy leaving the barrel and flying after the girl and struck her in the back. She seized, volts of electricity arcing over her small frame before she collapsed.

"Gather her up and lock her in a crate, we'll interrogate her later." the Commander ordered as his men went to retrieve the cloaked girl. They had just reached her when an explosion was heard somewhere within the caves.

"Oh, what now?" Torchwick griped.

 _"Commander! We got trouble out here!"_ Vanek's radio went off.

"What the fuck's going on?!" The man demanded.

 _"These fucking kids and a huntsman came out of nowhere and started blowing and shooting shit up, sir! They're tearing through our guys and the fang!"_

"Well stop holding your dick and take them out!" the Commander bellowed.

 _"THE PROTOTYPE'S WITH THEM! WE CAN'T HIT HIM! HE'S JUST-GAHH!"_ the line cut out with the sound of gunshots and explosions. The same sounds they could hear echoing through the ruins of the underground city.

In the distance, they could all make out a small group fighting their way through the opposition in their path.

Torchwick turned to the White Fang thugs in the box car, "Get this thing hooked up, spread the word!"

"But we're not finished!" one of the Faunus replied, he was silenced when a gunshot went off and half his head exploded.

Vanek lowered his side arm, "Anyone else?" no one questioned him, "Then get this shit done!" A Phase Commander stepped up beside him, energy channeling along their power armor in preparation to fight the coming group. "Not you." the Commander said, holding his arm out and stopping him. "I need you on that train, make sure it gets to where it's going."

"What about the freak?" questioned the larger soldier.

"Aristide can play with his corpse." answered Vanek as he turned to the rest of his men. "Gather the others, we're bugging out too."

 **X**

Adrian tore through ATC and White Fang soldiers alike, Shade in its sword form swinging in wide arcs with the blade slicing through flesh and armor. Yang and the others were keeping pace with him, their weapons joining his in clearing out the opposition as they continued to search for Ruby.

"This is definitely not a small operation." Weiss commented, sending a wave of fire dust from her rapier and sending several White Fang flying from the explosion that followed.

Blake's head snapped up, her hidden ears twitching when she heard something through the air. "SNIPER!" she screamed just as a bullet came at her from a nearby rooftop. The Faunus quickly made a shadow clone of herself to take the hit while she rolled out of the way.

Yang raised her arms and fired a barrage of explosive rounds at the roof where the shot had come from. The ATC soldier wearing a dark cloak and a face mask with a sniper rifle fell when the edge of the roof collapsed under the barrage.

"Keep pressing! Ruby has to be here somewhere!" Oobleck called out, swinging his lance and catching a White Fang soldier in the head. Zwei started sniffing the ground before barking a couple times and running in a specific direction.

"Zwei's got her scent!" Yang called out. Adrian reloaded his weapon as they chased after the corgi, moving along a set of train tracks until they saw someone laying beside them wearing a familiar red and black outfit.

"RUBY!" the buxom blonde shouted, she and the former FEAR operative dropping on either side of her as she began stirring.

"Y-Yang? Adrian?" the young leader groaned as they helped her sit up. Her sister and boyfriend wrapping her in a hug as the others regrouped with them.

"Are you okay, Ruby?" asked Blake.

Ruby nodded before gasping, "Torchwick's got all sorts of weapons and robots down here! All of them are loaded up on train cars!"

"That's ridiculous! These tunnels are sealed, the tracks lead to a dead end." stated Oobleck just before a loud screeching could be heard throughout the cave.

 _"Get to your places, we are leaving now!"_ someone broadcasted over the old PA system. This alert was followed by a loud horn and the rattling of wheel's on a track.

[They're planning something with that train.] signed Adrian while handing his girlfriend back her weapon as they saw the train beginning to depart into the tunnels.

Ruby tried to call for backup, but the signal was being blocked since they were underground. "We're on our own guys."

"What do we do?" asked Weiss.

"I believe we only have one option." said Oobleck, readying his lance.

Crescent Rose unfolded in Ruby's hands as the rest of the team prepared themselves. "We're stopping that train."

 **X**

Thundering down the tracks in the old tunnels beneath Remnant, the train picked up top speed. White Fang and ATC soldiers standing guard on the dozen or so cars carrying supplies, weapons and mechs to their destination.

In the engine car, Roman stood at the helm with both hands resting on his cane.

Cinder was going to be pissed. They were too far ahead of schedule for this, but he had no choice. Those damn kids kept showing up where they shouldn't and fucked up his plans time and time again. He only hoped his decision to go ahead with the next stage of the plan so early wouldn't come back and bite him in the ass.

The criminal mastermind winced, holding the side of his head when a sudden headache overcame him. He felt dizzy, his vision a little hazy...and he could have sworn he heard someone whispering.

Almost as quickly as it happened, the feelings all faded away. Shaking his head, Roman tried to make sense of what had just happened when he felt warmth dripping down from his nose.

Dabbing a gloved finger to it, he pulled his hand away and saw it was blood. "Dammit, all the idiots around here probably gave me an aneurysm or something." he muttered.

He failed to notice the little girl in red standing behind him, her glowing eyes watching.

 **X**

In the rear-most car, a lone Fang stood. All his senses on alert incase one of the intruders back at the village had gotten aboard.

He didn't see the shadow behind him until his mouth was covered and a flash of metal crossed his throat. There was a brief spray of crimson before his body was thrown off onto the tracks.

A second Fang came out of the car only to be bashed off the train by Oobleck's lance. "I must say, your brutal style surprises me, Mr. Wade." the doctor said to Adrian as he sheathed his knife and took out Shade. "But I admire your dedication to doing what needs to be done in high stakes situations."

The two males climbed up to the top of the train where the girls were waiting.

"Alright, children!" the Doctor said over the roar of the train on the tracks. "We must get to the front and stop this train!"

"Uhh, Professor?" said Weiss from beside an open compartment in the car they were standing on.

"Doctor." Oobleck corrected her tensely as the heiress pointed inside.

"What's that?"

Everyone looked inside and saw a wired device with a blinking LED screen on the top.

[That's a bomb.] Adrian signed, looking at the explosive closely, [High yield, on a remote timer.]

"We got baddies!" Ruby called out, pointing ahead where several squads of White Fang and Armacham soldiers were climbing onto the top of the train and coming their way.

"Well, I didn't expect them to go-" Oobleck was cut off when the bomb suddenly became active and started beeping loudly. "Easy on us. Time to go! Blake, detach the caboose, It'll kill us all!"

The cat-faunus nodded, the others jumping to the next car as she dropped down to the coupling. Taking out her weapon to cut it from the rest of the train...only for it to be released automatically.

"Huh? It detached itself!" she called out to the others.

"I guess he really doesn't want us on this train!" Yang called back as her partner rejoined them.

The released car drifted back down the tracks several meters before it exploded. The ceiling of the tunnel caving in. "This isn't good..." the Doctor said, feeling uneasy about the situation.

"Neither is this!" Ruby shouted, revealing the open hatch on the car they were now on and showing another bomb inside. Adrian ran ahead to the next car and open the hatch there to see yet another.

[They all have bombs!] he signed as another bomb came online and the car it was in was detached, forcing them to jump off and onto the next one just as their enemies converged on them.

RWBY-A readied their weapons and went on the attack, bodies of faunus and ATC alike went flying off the train from their combined assault. None of them standing a chance against the huntresses in training and their super soldier team mate.

Oobleck turned back to the tracks behind them in time to see the car that had just been released explode, causing another section of the tunnel to cave in. And with it dozens of Grimm of various species and sizes dropped in, roars and shrieks echoing through the tunnels as they started to chase after the train.

The huntsman felt dread seep into his veins. "Oh...Dear...He's leading Grimm to the city!" he shouted to the students.

"What?!" Weiss shouted in alarm.

"It's the cars! They detach and explode, creating openings for the Grimm!" Oobleck explained, "

"That's insane!" Blake shouted, as another car was released from the train and began to drift back down the tracks.

The Doctor addressed the team, "You four, go below and try and stop those bombs!" he motioned to Yang, Adrian, Blake and Weiss. "Ruby, you and our canine friend will stay up here and try and stop this train!"

Adrian put another couple of rounds through another ATC soldier before slamming his foot down on the hatch under him and making an opening. Sending a fleeting look at his soulmate before dropping into the train car with Yang, Weiss and Blake behind him.

"I guess this is what we've trained for." said the blonde brawler, Weiss handed Blake a clip of dust rounds while the ex-FEAR operative reloaded Shade. The sounds of explosions was heard from above as they started toward the front of the train.

Their progress halted when a familiar white, pink and brown colored woman dropped infront of them. Her eyes switching between those same colors as she sent them a cocky smirk.

"This one's mine. You three go on ahead." Yang said sharply.

Neo stepped forward to stop them, but an explosive round from the brawler had her avoiding the blast while the trio ran past her to the next car. More rounds could be heard going off as Yang took on the tri-colored criminal as they entered the next car.

The sound of a chainsaw revving loudly had them slowing down.

A lone White Fang soldier stepped out from behind a stack of crates. Short black hair wearing a full face mask and a sleeveless vest that showed off tattooed arms. A large chain-sword dragging behind him shooting up sparks.

"You two keep going!" Weiss shouted, bringing out her rapier and deflecting several blows from the Faunus and giving her team mates an opening to keep going.

Entering the next car, Adrian and Blake saw a clear path to the engine car and sprinted forward-

An explosion of electricity forced them to jump backwards in time for a Phase Commander to step out of the portal he had created.

Adrian cocked the bolt-handle on Shade and motioned to Blake, [Get Torchwick, stop this damn thing.] he signed, not taking his eyes off the soldier in power armor.

"End of the line, brats." The Phase Commander grunted, cracking his knuckles. The young super soldier fired his weapon, the bullets being absorbed by the barrier surrounding the man's armor. The distraction allowing Blake to run past, creating a shadow clone to avoid getting struck down.

Firing several more rounds at his larger opponent, Adrian prepared for the fight that was coming.

"Been looking forward to this, freak." the Phase Commander said, the energy surrounding him surging as he charged the former FEAR operative.

 **X**

 **A/N: RWBY Volume 2 canon is coming to a close soon, and with it the beginning of Volume 3. But before all of that, the team has to survive the train ride from hell.**

 **The battle with the first Phase Commander is next time, and if anyone's played F3AR, then you know the power armored soldier is anything but a push over. But the former Point Man just might have a bit of help in his fight...and perhaps the others just might as well.**

 **The next update is coming soon folks!**


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